Michael Pope
About Michael Pope
Michael Pope is an independent director of Focus Universal Inc. (FCUV), serving since June 8, 2018; he is age 44 and currently chairs the Audit Committee while also sitting on the Compensation and Nominating & Corporate Governance Committees . He holds an active CPA license and earned undergraduate and graduate accounting degrees from Brigham Young University; he qualifies as the Board’s “audit committee financial expert” under SEC and Sarbanes-Oxley rules . Pope’s background includes CEO/Chairman of Boxlight Corporation (Nasdaq: BOXL) and director at Novo Integrated Sciences (OTCQB: NVOS), alongside prior roles in private equity, family office operations, SEC reporting, and public accounting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vert Capital (PE/advisory) | Managing Director | Oct 2011–Oct 2016 | Managed portfolio holdings across education, consumer, tech, digital media; transaction execution |
| Taylor Family (Salt Lake City) | CFO & COO | May 2008–Oct 2011 | Managed investments in consumer products, services, real estate, education |
| Omniture (acquired by Adobe in 2009) | Senior SEC reporting | Pre-2009 (dates not specified) | Public-company reporting experience |
| Grant Thornton | Assurance Associate | Not disclosed | Audit/assurance foundation |
External Roles
| Company | Ticker | Role | Tenure | Notable Actions |
|---|---|---|---|---|
| Boxlight Corporation | BOXL | CEO & Chairman; Director | Director since Sep 2014; executive since Jul 2015 | Led 11 acquisitions (2016–2021), Nasdaq IPO (Nov 2017), >$200M debt/equity fundraise |
| Novo Integrated Sciences, Inc. | NVOS | Director | Since Jan 2021 | Board oversight in healthcare products/services |
Board Governance
- Board composition: 5 members; independent directors are Michael Pope, Carine Clark, Sean Warren; non-independent are Edward Lee (Chair) and Desheng Wang (CEO/Secretary) .
- Committees and roles:
- Audit Committee: Michael Pope (Chair), Carine Clark, Sean Warren; all independent; Audit Committee met 4 times in 2024; Pope is designated “audit committee financial expert” .
- Compensation Committee: Carine Clark (Chair), Michael Pope, Sean Warren; all independent; met 4 times in 2024 .
- Nominating & Corporate Governance Committee: Sean Warren (Chair), Michael Pope, Carine Clark; all independent; met 4 times in 2024 .
- Board meetings: 4 meetings in 2024; all directors attended at least 75% of Board and committee meetings .
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Annual Cash Retainer (Independent Directors) | $40,000 | $40,000 | No meeting fees or chair fees disclosed |
| Director Options (2018 Stock Option Plan) | 2,500 options per director; vest over one year | 2,500 options per director; vest over one year | Board generally approves director equity grants annually around December; grants usually on first trading day of new fiscal year |
| Consulting/Employment Agreements (Directors) | None disclosed | None disclosed | — |
Performance Compensation
- No RSUs/PSUs or performance-based director compensation metrics disclosed for directors; equity awards consist of stock options with standard vesting (one year) and specified strike prices/expirations .
Other Directorships & Interlocks
| Relationship Type | Counterparty | Details | Conflict/Interlock Notes |
|---|---|---|---|
| Public company leadership | Boxlight (BOXL) | CEO & Chairman; director since 2014 | External CEO/chair role concurrent with FCUV Audit Chair; no FCUV-related transactions disclosed |
| Public company director | Novo Integrated Sciences (NVOS) | Director since Jan 2021 | No FCUV-related transactions disclosed |
No related-party transactions involving Michael Pope are disclosed in FCUV’s proxy; related-party loans and private placements in 2024 involved other insiders (CEO/Chairman and large shareholders), not Pope .
Expertise & Qualifications
- CPA; Audit Committee Financial Expert designation under SEC/SOX .
- Education: Undergraduate and graduate degrees in accounting (Brigham Young University) .
- Transactional leadership: 11 acquisitions, IPO execution, and >$200M fundraising at Boxlight .
- Operating and financial oversight experience across technology, education, and consumer sectors .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Michael Pope | 7,920 | ~0.11% (7,920 / 7,153,647) | Table reports “less than 1%” |
| Michael Pope – Option Awards (Outstanding at 12/31/2024) | Exercisable | Unexercisable | Exercise Price | Expiration |
|---|---|---|---|---|
| Grant 1 | 938 | — | $59.10 | Dec 30, 2031 |
| Grant 2 | 2,250 | — | $42.70 | Dec 30, 2032 |
| Grant 3 | 2,250 | — | $14.90 | Dec 31, 2033 |
| Grant 4 | 2,250 | — | $4.75 | Dec 31, 2034 |
- Insider reporting: Section 16(a) compliance indicates timely filings for Reporting Persons in 2024, with an exception noted for Edward Lee; no exception is noted for Michael Pope .
- Insider Trading Policy and Code of Business Conduct & Ethics are in place and apply to directors .
Governance Assessment
- Strengths:
- Independence and multi-committee engagement (Audit Chair; Compensation; Nominating) support effective oversight; all committees are fully independent .
- Designated audit committee financial expert with CPA credentials strengthens financial reporting oversight; audit committee met regularly and describes robust oversight of auditor independence and internal controls .
- Board and committee attendance thresholds met in 2024; Board held 4 meetings and directors attended ≥75% of meetings .
- Alignment considerations:
- Beneficial ownership is small (~0.11%), which limits economic exposure but is complemented by option holdings; no pledging or hedging disclosures specific to directors are provided in the proxy .
- Potential conflicts/time constraints:
- Concurrent leadership roles at Boxlight (CEO/Chairman) and directorship at Novo Integrated Sciences could create time-management complexity; no FCUV-related transactions with these entities are disclosed .
- Compensation structure:
- Director pay is cash-heavy ($40,000) with standardized option grants; no meeting or chair fees disclosed and no performance-based director compensation metrics (RSUs/PSUs) are indicated .
- RED FLAGS:
- None identified relating to Michael Pope in related-party transactions, legal proceedings, Section 16 compliance exceptions, or say-on-pay outcomes; related-party financing in 2024 involved other insiders, not Pope .
Overall, Pope’s independent status, audit chair role, and financial expertise support board effectiveness, while relatively low ownership and multiple external commitments are alignment/time considerations for investors .