E. Kevin Hrusovsky
About E. Kevin Hrusovsky
Independent Chairman of the Board at 908 Devices (MASS). Age 63; director since September 2013 and Chairman since September 2020. Education: B.S. in Mechanical Engineering (Ohio State University) and MBA (Ohio University). Background spans CEO/Chair roles in life science tools, venture investing, and non-profit leadership focused on precision health.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Quanterix Corporation (NASDAQ: QTRX) | Executive Chairman; Chairman & CEO | Executive Chairman from Jun 2014 through Aug 2022; CEO Jan 2015–Apr 2022 | Led growth and commercialization of ultra-sensitive proteomics platform |
| PerkinElmer, Inc. (NYSE: PKI) | SVP; President, Life Sciences & Technology | Nov 2011–May 2013 (SVP Feb 2012–May 2013; consulting May–Sep 2013) | Oversaw life sciences and technology business unit |
| Caliper Life Sciences, Inc. | CEO & President | Jul 2003–Nov 2011 (acquired by PerkinElmer) | Drove lab automation portfolio; exit to PKI |
| Zymark | CEO & President | Not disclosed | Lab automation; later sold to Caliper Technologies Corp. |
| FMC Corporation (NYSE: FMC) | Division President; Director, International Business | Not disclosed | Leadership roles in pharma and ag chem divisions |
| E.I. DuPont de Nemours | Management roles | Not disclosed | Early career management experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ARCH Venture Partners | Venture Partner | Since Apr 2023 | ARCH is a 16.0% shareholder of MASS via ARCH Venture Fund VII, L.P. |
| Powering Precision Health Foundation | Founder & Chairman | Since Jan 2014 | Non-profit precision health think tank |
Board Governance
- Independence: Board determined all directors other than the CEO (Knopp) are independent under Nasdaq/SEC rules; this includes Hrusovsky.
- Board roles: Chairman of the Board (separate from CEO position).
- Committees: Member, Nominating & Corporate Governance Committee (chair is Mark Spoto). Committee met 2 times in FY2024.
- Attendance: Board met 10 times in FY2024; each director attended at least 75% of aggregate board and committee meetings during periods served (noting Tony Hunt recusals unrelated to Hrusovsky).
Fixed Compensation (Director)
| Component | Policy Rate ($) | 2024 Amount ($) | Notes |
|---|---|---|---|
| Board Annual Cash Retainer | 40,000 | 40,000 | Non-employee director standard retainer |
| Chair of the Board Retainer | 40,000 | 40,000 | Chair fee is in addition to board member fee |
| Nominating & Governance Committee (Member) | 7,500 | 7,500 | Member retainer |
| Total Cash Fees | — | 87,500 | Matches reported cash fees for 2024 |
Performance Compensation (Director Equity)
| Grant Date | Instrument | Shares/Options | Grant Date Fair Value ($) | Vesting Terms |
|---|---|---|---|---|
| Jun 13, 2024 | RSUs | 11,364 | 67,502 | Vests in full at next annual meeting (or one-year anniversary), pro rata on earlier separation |
| Jun 13, 2024 | Non-Qualified Stock Options | 15,996 | 67,502 | 1/12th monthly over one year; 10-year term; strike = closing price on grant date |
- Structure: Annual equity award target $135,000 split 50% RSUs / 50% options for continuing non-employee directors. Options priced at market close on grant date; RSUs and options are time-based; no performance metrics disclosed for director equity.
Other Directorships & Interlocks
- Current public company boards for Hrusovsky: None disclosed in the proxy biography.
- Notable interlock/potential influence: ARCH Venture Fund VII, L.P. owns 16.0% of MASS; Director Keith Crandell is a managing director at ARCH; Hrusovsky is a Venture Partner at ARCH. While the board classifies him as independent, this is a governance sensitivity given ARCH’s significant ownership.
Expertise & Qualifications
- Financial and operational expertise; extensive President/CEO experience in life science tools and diagnostics; venture investment perspective; public company leadership.
Equity Ownership
| Metric | Detail |
|---|---|
| Total Beneficial Ownership | 691,564 shares; 1.9% of outstanding as of Apr 17, 2025 |
| Direct + Near-term Rights | 139,943 shares directly; plus 221,946 shares issuable within 60 days via options/RSUs |
| Indirect (Trust) | 329,675 shares held by the E. Kevin Hrusovsky 2012 Irrevocable Trust; spouse and children are trustees; Hrusovsky may be deemed beneficial owner |
| Stock Ownership Guidelines | Non-employee directors expected to hold ≥3x annual cash retainer (excludes committee retainers) |
| Hedging/Pledging | Company policy prohibits short sales, derivatives, hedging, and pledging; no waivers to date disclosed |
Governance Assessment
-
Positives:
- Independent, non-executive Chairman; separation of Chair/CEO supports oversight.
- Strong attendance (≥75%) and active committee service; board and N&CG committee met regularly in 2024.
- Director pay structure uses balanced cash/equity with one-year vesting RSUs and options, aligning with shareholder interests and limiting long-dated risk.
- Robust policies: ownership guidelines for directors; explicit prohibitions on hedging/pledging; clawback policy for executives adopted under Nasdaq/Dodd-Frank.
-
Watch items / potential red flags:
- Significant shareholder interlock: ARCH at 16.0% with two board-level affiliations (Crandell as managing director; Hrusovsky as venture partner). Board still classifies him independent, but investors may scrutinize potential influence in nominations and strategic decisions; monitor related-party reviews and independence assertions.
- Options component in director pay introduces some risk-seeking incentives versus RSU-only structures; however, short (1-year) vesting mitigates concerns.
-
Related-party and compliance:
- No related-party transactions >$120,000 involving directors/officers since Jan 1, 2024, aside from legacy registration rights; audit committee oversees related-person transaction policy.
Overall: Hrusovsky brings deep domain and operating experience with a governance-forward structure (independent Chair, ownership policy, anti-hedging/pledging). The ARCH affiliation is the primary governance sensitivity; continued transparency on independence determinations, recusals when appropriate, and rigorous related-party oversight will be important for investor confidence.