Kevin O’Boyle
About Kevin O’Boyle
Independent director appointed to iRhythm Technologies’ board on July 7, 2025; serves on the Audit Committee and the Nominating & Corporate Governance Committee . Veteran healthcare CFO and board member with extensive audit committee leadership; previously EVP/CFO at NuVasive and chair/audit chair roles at multiple public companies. Education: B.S. in Accounting from Rochester Institute of Technology; executive management studies at UCLA Anderson . Tenure at IRTC began July 7, 2025; board determined he is independent under Nasdaq and SEC Rule 10A-3 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NuVasive | Executive Vice President & Chief Financial Officer | Not disclosed | Helped grow market cap from $100M to $2B; 23 consecutive quarters meeting/exceeding Street; expanded analyst coverage from 4 to 24 |
| Advanced BioHealing | CFO/COO | Not disclosed | Senior operating and finance leadership |
| ChromaVision Medical Systems | CFO | Not disclosed | Senior finance leadership |
| Albert Fisher | CFO/COO | Not disclosed | Senior operating and finance leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Outset Medical (NASDAQ: OM) | Audit Committee Chair (current) | Not disclosed | Leads audit oversight |
| Carlsmed | Board member (current) | Not disclosed | Governance oversight |
| GenMark Molecular Diagnostics (acquired by Roche) | Chairman (prior) | Not disclosed | Board leadership through strategic exit |
| Wright Medical Group (acquired by Stryker) | Audit Committee Chair (prior) | Not disclosed | Audit oversight through strategic exit |
| ZELTIQ (acquired by Allergan) | Audit Committee Chair (prior) | Not disclosed | Audit oversight through strategic exit |
| Nevro (acquired by Globus Medical) | Audit Committee Chair (prior) | Not disclosed | Audit oversight through strategic exit |
Board Governance
- Independence: Board determined Kevin O’Boyle is independent and meets SEC Rule 10A-3 audit standards .
- Committee assignments: Audit Committee member and Nominating & Corporate Governance Committee member (effective July 7, 2025) .
- Indemnification: Entered the company’s standard form of indemnification agreement .
- Related-party/Item 404(a): None; no material interests in any transaction required to be disclosed .
- Stock ownership guidelines: The company maintains robust director ownership guidelines (policy statement) .
Fixed Compensation
| Component | Amount | Vesting/Timing | Notes |
|---|---|---|---|
| Annual Board cash retainer | $55,000 per year | Paid quarterly in arrears | Per Director Compensation Policy; confirmed in appointment terms |
| Audit Committee member fee | $10,000 per year | Paid quarterly in arrears | Member fee; chair fee is higher (not applicable) |
| Nominating & Corporate Governance Committee member fee | $5,000 per year | Paid quarterly in arrears | Member fee |
| Initial RSU grant | $300,000 grant-date fair value | Vests annually over 3 years from July 7, 2025 | Standard initial director award; full acceleration upon change-in-control if in service through event |
| Annual RSU grant (anticipated) | $185,000 grant-date fair value | Vests on earlier of 1-year from grant or next annual meeting | Expected at 2026 annual meeting under policy |
| Equity award caps | Cash ≤ $200k ($300k for chair/lead/Audit chair); Equity ≤ $300k (≤ $500k initial year) | Policy limits | Per 2016 Equity Incentive Plan/Director Compensation Policy |
Performance Compensation
| Metric | Threshold | Target | Maximum | Applies to Director Compensation? |
|---|---|---|---|---|
| Performance-based metrics (PSUs/bonus) | N/A | N/A | N/A | None; director equity is time-based RSUs, no performance metrics |
Other Directorships & Interlocks
| Type | Detail | Potential Governance Signal |
|---|---|---|
| Shared prior employer with IRTC CEO | O’Boyle: former EVP/CFO NuVasive; IRTC CEO Quentin Blackford: former CFO at NuVasive | Network familiarity may aid oversight; monitor independence in CEO evaluation |
| Current boards | Outset Medical (Audit Chair), Carlsmed | Adds finance/audit depth; check for any supplier/customer relationships (none disclosed) |
| Prior audit/chair roles through acquisitions | GenMark, Wright Medical, ZELTIQ, Nevro | Experienced in strategic exits; relevant to M&A considerations |
Expertise & Qualifications
- Deep finance and audit expertise; repeated audit chair roles at public companies .
- Proven operational scale and investor relations leadership (NuVasive growth and coverage metrics) .
- SEC reporting, global operations, capital raises, M&A integration experience .
- Independent director status and audit committee eligibility under SEC/Nasdaq rules .
Equity Ownership
| Category | Shares/Value | Status | Notes |
|---|---|---|---|
| Initial RSU grant (director retainer) | $300,000 grant-date fair value | Unvested; 3 annual tranches | Grants under 2016 Equity Incentive Plan; accelerates on change-in-control if in service |
| Anticipated annual RSU grant (2026) | $185,000 grant-date fair value | Will vest on 1-year or next annual meeting | Standard annual director grant mechanics |
| Beneficial ownership (common stock) | Not disclosed | N/A | Not included in 2025 proxy security ownership table; appointed post-Record Date |
Governance Assessment
- Strengths: Independent status; dual committee assignments; significant audit chair experience; clear, transparent director compensation aligned with peer medians; no related-party transactions disclosed .
- Alignment: Time-based RSUs and ownership guidelines encourage long-term alignment; change-in-control acceleration is standard for director awards under plan terms .
- Engagement/attendance: Appointed mid-2025; specific attendance not yet disclosed. Company-wide 2024 committee attendance was high (Audit 89%, Comp 96%, Nominating 83%), suggesting structured governance cadence .
- Potential risks/RED FLAGS: None disclosed (no hedging/pledging policy violations, no Item 404 related-party transactions, no legal proceedings). Soft watchpoint on prior NuVasive overlap with CEO—maintain robust executive session practices to preserve independent oversight .
Overall, Kevin O’Boyle adds credible finance and audit oversight capacity to IRTC’s board, with compensation and independence structured to support investor confidence and board effectiveness .