Kristen McLaughlin
About Kristen McLaughlin
Independent director at Innovative Eyewear, Inc. (to be renamed Lucyd, Inc.), serving since August 2021, age 52 as of the 2025 record date. She brings 20+ years of brand, product, and marketing leadership in eyewear and beauty categories, with a BS and MBA from Ramapo College of New Jersey. On LUCY’s board she chairs the Compensation Committee and sits on the Audit and Nominating & Governance Committees.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Silhouette International | Director of Marketing; Regional Sales Manager; Brand Manager, Daniel Swarovski Crystal Eyewear | Mar 2000–Jan 2019 | Led U.S. brand portfolio, brand direction, product development, campaign content |
| DePasquale Companies | Global Marketing Director | Mar 2019–Apr 2020 | Led global marketing strategy and new product development |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| (None disclosed) | — | — | No other public company directorships listed in bio/board materials |
Board Governance
- Status: Independent director under Nasdaq rules; board majority independent (3 of 4).
- Committees: Audit Committee member (Louis Castro, Chair); Compensation Committee Chair; Nominating & Corporate Governance Committee member (Olivia Bartlett, Chair).
- Years of service: Director since August 2021.
- Independence/engagement signals: Chairs Compensation and serves on all three key committees at a micro-cap—central to pay, audit oversight, and board refresh/governance processes.
Fixed Compensation
Director cash/equity compensation (reported):
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 55,000 | 60,000 |
| Stock Awards ($) | 0 | 0 |
| Option Awards ($) | 20,393 | 0 |
| Total ($) | 75,393 | 60,000 |
Notes:
- Aggregate outstanding director option awards at 12/31/2024: 3,750 (all non-management directors, total).
Performance Compensation
Equity awards (director level):
| Grant Date | Award Type | Shares/Units | Exercise Price | Term/Vesting |
|---|---|---|---|---|
| Jan 13, 2023 | Stock Option (director program) | 20,000 (pre-split) | $1.275 | Per plan; director grants in 2023 were issued at this strike to non-employee directors (including McLaughlin) |
No director equity awards reported in 2024; 2023 featured modest option grants to directors (including Ms. McLaughlin).
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed in proxy biography. |
| Committee roles at other public companies | Not disclosed. |
| Interlocks/conflicts via other boards | None disclosed for Ms. McLaughlin. |
Expertise & Qualifications
- Eyewear industry operator: two decades across brand, product, and channel leadership (Silhouette, Swarovski-branded eyewear).
- Beauty/accessories marketing leadership (DePasquale Companies).
- Governance and pay oversight: Compensation Chair; member of Audit and Nominating/Governance.
- Education: BS and MBA, Ramapo College of New Jersey.
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % Outstanding | Composition/Notes |
|---|---|---|---|
| Kristen McLaughlin | 666 | <1% | Includes 666 shares issuable upon exercise of options exercisable within 60 days of June 30, 2025 |
Reference share count outstanding (record date 6/30/2025): 4,574,602.
No pledging/hedging or director ownership guidelines were disclosed; no director-level RSU/PSU holdings disclosed for Ms. McLaughlin.
Governance Assessment
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Key strengths
- Independent and central to governance: chairs the Compensation Committee; serves on Audit and Nominating & Governance—positions her to influence pay design, oversight of audit quality, and board refresh.
- Relevant industry/operator expertise directly aligned with LUCY’s core eyewear category.
- Independence affirmed under Nasdaq; board has majority independence.
-
Alignment and compensation mix signals
- 2024 director pay was all-cash for Ms. McLaughlin ($60k) with no equity; 2023 included options ($20k grant-date fair value) plus cash. Year-over-year shift toward cash reduces dilution but modestly lowers equity alignment.
-
Independence/related-party context (company-level)
- Company maintains an exclusive license with Lucyd Ltd. (a large shareholder), and has had financing arrangements and service agreements with Tekcapital affiliates; Tekcapital plc’s CEO is the CEO’s father—ongoing related-party exposure elevated for a micro-cap; board states Audit Committee reviews related-party transactions.
- Significant holder “control shares” (Galkin 1,000,000 shares ≈22%) lack voting rights absent shareholder approval; a shareholder rights plan (poison pill) adopted Sept 2024 with proposed extension—both are notable governance events affecting control dynamics and investor confidence.
-
RED FLAGS
- Related-party relationships (license/services/financing) with entities affiliated with major shareholders and the CEO’s family raise perceived conflict risk, even with stated committee oversight.
- Control-share voting reinstatement proposal and rights plan extension indicate active control-defense posture—can be viewed as shareholder-unfriendly if not well-justified.
Overall, Ms. McLaughlin appears independent and highly engaged across key committees, with relevant sector expertise and a central role in compensation governance. The primary governance risks stem from company-level related-party exposure and control-defense mechanisms, not from Ms. McLaughlin’s own activities, but they heighten the importance of robust, independent committee oversight led in part by her.