Marcus Schabacker
Enveric BiosciencesAbout Marcus Schabacker
Independent director of Enveric Biosciences since December 30, 2020; age 61. Board‑certified anesthesiologist and intensive care specialist with 35+ years in healthcare; President & CEO of ECRI (non‑profit; ~500 employees; ~$85M operating budget) since 2018. Prior roles include Corporate VP & Chief Scientific Officer at Baxter Healthcare, chairing Baxter’s executive quality council (2014–2017) and leading R&D and medical products .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Baxter Healthcare | Corporate VP & Chief Scientific Officer; Chair, Executive Quality Council | 2014–2017 (CSO); 2014–2017 (Exec Quality Council) | Led medical products R&D and quality; patient safety focus |
| Baxter Healthcare | Chief Scientific Officer, Medical Products | 2014–2015 | Oversight of medical products science |
| Baxter Healthcare | VP, R&D, Medical Products | 2011–2014 | R&D leadership across medical products |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ECRI (non‑profit) | President & CEO | 2018–present | ~500 employees; ~$85M operating budget; evidence‑based healthcare globally |
Board Governance
- Committee memberships (2025): Nominating & Governance Committee (member); Science & Technology Committee (Chair) .
- Committee changes: In 2024 he served on Compensation and Nominating & Governance and chaired Science & Technology; in 2025 he is no longer on Compensation, remaining on Nominating & Governance and Chairing Science & Technology .
- Independence: Determined independent under Nasdaq rules (excluding CEO Tucker and consultant Director DeWitt) .
- Attendance: Each director attended ≥90% of board and committee meetings in 2024 (Board held 4; committees held 8 meetings) and ≥90% in 2023 (Board held 11; committees 7 meetings) .
- Annual meeting attendance: All directors attended the 2024 annual meeting .
- Board leadership: Non‑employee Chair (Michael D. Webb) separates Chair/CEO roles .
Fixed Compensation
| Component | Policy (FY2024) | Marcus Schabacker (FY2024) |
|---|---|---|
| Annual cash retainer | $40,000 (paid quarterly) | Included in total cash fees |
| Committee chair fees | Audit $15,000; Compensation $10,000; Nominating & Governance $8,000; Science & Technology $8,000 | Science & Technology Chair fee applicable (part of total) |
| Committee member fees | Audit $7,500; Compensation $5,000; Nominating & Governance $4,000; Science & Technology $4,000 | Nominating & Governance member fee applicable (part of total) |
| Total cash fees (FY2024) | — | $56,000 |
Notes: In 2023 (reported in 2024 proxy), Schabacker’s director cash fees totaled $52,000 .
Performance Compensation
| Award Type | Grant Details | Units/Value | Vesting/Performance |
|---|---|---|---|
| Restricted stock (director equity) | FY2024 annual grant | 3,182.2 shares; $20,048 fair value at $6.30 close on grant date | Standard director stock awards; no performance metrics disclosed |
Year‑over‑year structure: Directors received only cash in 2023 (with cash in lieu of stock awards), shifting to include equity grants in 2024, modestly increasing alignment with shareholders .
Other Directorships & Interlocks
| Company/Institution | Role | Public Company? | Interlock/Conflict Notes |
|---|---|---|---|
| ECRI | President & CEO | No (non‑profit) | No related‑party transactions disclosed involving Schabacker |
No current public company directorships disclosed; bio references service on “numerous boards of small and midsize companies,” not specifically identified in filings .
Expertise & Qualifications
- Clinical: Board‑certified anesthesiologist and intensive care specialist .
- Industry: 20+ years senior leadership across medical device and pharma; R&D, science, quality leadership at Baxter .
- Education: Medical and academic training at Medical University of Lübeck, Germany .
- Board skills: Patient safety, R&D governance, quality systems; contributes to Science & Technology oversight as Chair .
Equity Ownership
| Holder | Beneficial Shares | % of Outstanding | Composition |
|---|---|---|---|
| Marcus Schabacker | 3,204 | <1% | All Common Stock; no RSUs/options/warrants vesting within 60 days |
Corporate policies prohibit pledging and hedging of company securities for directors/officers/employees .
Shareholder Voting Signals
| Matter (2025 Annual Meeting, May 29, 2025) | For | Against/Withheld | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Election of Marcus Schabacker | 266,476 | 64,405 (withheld) | — | 875,617 |
| Say‑on‑Pay (non‑binding) | 253,560 | 75,850 | 1,471 | 875,617 |
| Conditional Reverse Stock Split | 881,471 | 301,346 | 23,681 | — |
| Auditor Ratification (CBIZ CPAs P.C.) | 1,082,606 | 115,857 | 8,035 | — |
Insider Trades and Compliance
- Section 16(a): Company believes all directors and officers timely filed beneficial ownership reports in FY2024 .
- Anti‑hedging/anti‑pledging: Policy prohibits short sales, pledging as collateral, publicly‑traded options, and hedging transactions in Company securities by insiders .
Governance Assessment
- Strengths:
- Independent director with deep clinical and R&D credentials; chairs Science & Technology, aligning expertise with committee role .
- Strong engagement: ≥90% attendance across board/committee meetings; full board attendance at annual meeting .
- Equity grant added in 2024 enhances alignment (though modest), alongside clear anti‑hedging/pledging governance policies .
- Shareholder support: Solid “For” votes on director election and say‑on‑pay indicate general investor confidence .
- Watch items:
- Low personal share ownership (3,204 shares; <1%); alignment could be improved via higher ownership, though director stock ownership guidelines are not disclosed in filings .
- Committee rotation: Step‑off from Compensation Committee in 2025 concentrates his oversight in science/nom‑gov; ensure compensation oversight remains robust via other independent members .
- Company‑level risks (going concern language, capital structure actions) may elevate governance scrutiny broadly; not director‑specific but relevant context for investors .
RED FLAGS to monitor: Very small personal ownership relative to outstanding shares ; no disclosed director stock ownership guidelines . Confirm continued independence and absence of related‑party transactions; current filings disclose no Schabacker‑specific related party exposure .