Kevin King - Director, Chairperson of the Compliance Committee | Inogen (INGN) Executive Profile & Compensation

About Kevin King

Kevin King (age 68) is an independent director of Inogen, Inc. (INGN) since 2022. He serves as Chairperson of the Compliance Committee and as a member of the Audit Committee; he previously chaired the Compensation Committee from March 2022 to March 2024 . King brings three decades of medtech and health IT leadership, including CEO roles at iRhythm Technologies (2012–2021) and Affymetrix (2007–2011), senior leadership at GE Healthcare (1997–2005), and Hewlett Packard’s Medical Products Group; he holds a B.A. in Economics & Biology (UMass) and an M.B.A. (New Hampshire College) . He is a Class II director nominated for a term ending 2028 if re‑elected at the May 14, 2025 annual meeting .

Past Roles

Organization	Role	Tenure	Committees/Impact
iRhythm Technologies, Inc. (Nasdaq: IRTC)	Chief Executive Officer, President and Director	Jul 2012 – Apr 2021	Led scaling of cardiac monitoring platform
Affymetrix, Inc. (Nasdaq: AFFX)	President, CEO and Director	2007 – 2011	Led genetic analysis innovator
Thomson Healthcare	President & CEO	(not disclosed)	Led health information services business
GE Healthcare	Senior executive; led multiple business units	1997 – 2005	P&L leadership across businesses
Hewlett Packard – Medical Products Group	Leadership roles	(not disclosed)	Operations/leadership in medical products

External Roles

Organization	Role	Tenure	Notes
Turing Medical (private)	Director	Since Jun 2023	Private company board service

Board Governance

Independence: The Board determined King is independent under Nasdaq rules; 6 of 7 directors are independent .
Board leadership: Independent Chair (Elizabeth Mora); policy separates CEO and Chair .
Committee assignments and activity:
- Compliance Committee: Chair (4 meetings in 2024) .
- Audit Committee: Member (5 meetings in 2024) .
Attendance: In 2024, each current director attended at least 75% of Board and applicable committee meetings; all seven directors attended the 2024 Annual Meeting .
Executive sessions: The Board regularly holds meetings of independent directors without management .

Fixed Compensation (Director)

Component	INGN Policy	Kevin King – 2024 Amount
Board annual cash retainer	$45,000 per year	Included in cash below
Audit Committee – member fee	$10,000 per year	Included in cash below
Compliance Committee – Chair fee	$10,000 per year	Included in cash below
2024 Cash compensation (actual)	—	$65,824
Director equity – annual RSU grant (policy)	$180,000 grant date fair value (vests by next annual meeting/1 year)	—
2024 Stock awards (actual)	—	$179,998 (RSUs)
Total 2024 Director Compensation	—	$245,822

Cash/Equity mix 2024 (actual): ~27% cash ($65,824) / ~73% equity ($179,998), indicating strong equity alignment .

Performance Compensation (Director)

Element	Terms	Metrics
Annual RSUs (non-employee directors)	$180,000 grant date fair value; vests on earlier of 1-year anniversary or day prior to next annual meeting if still serving	None (time-based RSUs; no performance metrics)
Change-in-control treatment (director awards)	Non-employee director awards fully vest upon a change in control (single-trigger)	Not performance-based

Note: Director equity is time-based; INGN’s clawback policy applies to awards to the extent required by listing rules and plan terms .

Other Directorships & Interlocks

Current public company boards: None disclosed for King; current external board disclosed is Turing Medical (private) .
Compensation Committee interlocks: None; no member (including King, who served previously) is/was an INGN officer; no executive served on a board that would create an interlock .

Expertise & Qualifications

Education: B.A. Economics & Biology (University of Massachusetts); M.B.A. (New Hampshire College) .
Domain expertise: MedTech operations, diagnostics, and healthcare IT; prior CEO/board experience at public medtech firms .
Committee-relevant skills: Compliance/regulatory oversight (Compliance Committee Chair); audit literacy (Audit Committee member). INGN designates Audit Committee financial experts as Boehnlein and Ladone (not King) .

Equity Ownership

Holder	Form of ownership	Amount	Notes
Kevin King	Shares held	24,402 shares (part of 46,273 beneficial)	As of Mar 17, 2025 record date
Kevin King	RSUs vesting within 60 days	21,871 RSUs (counted as beneficial)	Also shown as unvested at 12/31/24
Kevin King	Total beneficial ownership	46,273 shares/RSUs	<1% (starred in table)
Shares outstanding (for % calc)	Outstanding shares	26,887,242	Record date Mar 17, 2025

Estimated ownership as % of outstanding: ~0.17% (46,273 / 26,887,242; derived from disclosed figures) .
Ownership guidelines: Directors must hold 3× the annual cash retainer; as of Dec 31, 2024, all non-employee directors met the guideline .
Hedging/pledging: INGN prohibits hedging and pledging by directors and employees (policy) .

Governance Assessment

Strengths

Independent director with deep medtech CEO and operating experience; current chair of the Compliance Committee and member of the Audit Committee .
Strong equity alignment (73% of 2024 director pay in stock) and compliance with ownership guidelines; hedging/pledging prohibited .
No related-party transactions, no compensation committee interlocks; Board maintains independent Chair and regular executive sessions .
Engagement/attendance: each director met at least 75% attendance; all directors attended the 2024 annual meeting .

Watch items / investor considerations

Director equity fully accelerates upon change in control for non-employee directors (single-trigger), which some investors view less favorably than double-trigger acceleration .
Audit Committee “financial expert” designation resides with other members (Boehnlein, Ladone); King serves as audit member but is not designated the financial expert .

No conflicts or red flags identified

No related party transactions since Jan 1, 2023 .
No disclosed share pledging; hedging/pledging restricted by policy .