Marion Snyder
About Marion Snyder
Marion Snyder, age 52, is an independent director of Spectral AI, Inc. (Nasdaq: MDAI) since May 2024. She is Sr. Director, Strategic Accounts at Shockwave Medical and founder of Lakeview Healthcare Consulting, with prior leadership roles at MiMedx (Chief of Staff to CEO; SVP, Government Affairs; SVP, Market Access) and 13+ years at Pfizer (Director of Payer Marketing, Channel Account Manager, Government Account Manager). She holds a BS in Business Administration (marketing) from Delaware Valley University and is a member of NACD; she also serves on the board of the Palmetto Chapter of Folds of Honor and volunteers with the Therapy Dogs Program at MUSC . The board has determined that Ms. Snyder is independent under Nasdaq standards .
Past Roles
| Organization | Role(s) | Tenure | Committees/Impact |
|---|---|---|---|
| MiMedx Group | Chief of Staff to CEO; SVP Government Affairs; SVP Market Access | Nine-year tenure (years not specified) | Led cross-functional projects (commercial go-to-market, reimbursement, employee engagement); key role in government affairs and patient advocacy |
| Pfizer | Director of Payer Marketing; Channel Account Manager; Government Account Manager | 13+ years (roles over tenure not dated) | Drove brand payer marketing, strategic business plans, and partnerships across account types |
External Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Shockwave Medical | Sr. Director, Strategic Accounts | Current | Leads corporate strategy for corporate and government accounts |
| Lakeview Healthcare Consulting | Founder | Current | Strategic guidance on U.S. healthcare market access |
| NACD | Member | Current | Governance credentialing/membership |
| Palmetto Chapter of Folds of Honor (non-profit) | Director | Current | Non-profit board service |
| Therapy Dogs Program at MUSC | Volunteer | Current | Community engagement |
Board Governance
- Committee assignments:
- Audit Committee: Member (Chair: Richard Cotton). All members, including Snyder, meet Nasdaq independence and financial literacy requirements; Mellish is the designated “audit committee financial expert” .
- Science & Technology Committee: Member (Chair: Dr. J. Michael DiMaio) .
- Independence: Independent director under Nasdaq standards .
- Attendance and engagement:
- Board held 8 meetings in 2024; Audit (5), Compensation (2), Nominating & Governance (1), Executive (13). Each director attended at least 75% of their Board and committee meetings; all directors attended the 2024 Annual Meeting .
- Audit Committee Report for FY2024 is signed by Cotton (Chair), Mellish, and Snyder, evidencing participation in oversight of financial reporting, controls, and auditor independence .
- Leadership/Structure: The Board has a Lead Independent Director (Richard Cotton) and committee charters available on the website .
- 2025 Director election outcome (signal of investor support): Snyder received 9,961,474 votes “For,” 24,336 abstentions, and no votes “Against” .
Committee Membership Summary
| Committee | Role | Chair? |
|---|---|---|
| Audit | Member | No |
| Science & Technology | Member | No |
2025 Stockholder Vote – Snyder
| Director | Votes For | Votes Against | Abstentions |
|---|---|---|---|
| Marion Snyder | 9,961,474 | — | 24,336 |
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Notes |
|---|---|---|
| 2024 | 45,000 | Joined Board May 15, 2024 |
Performance Compensation
| Year | Equity Award Type | Grant-Date Fair Value ($) | Notes |
|---|---|---|---|
| 2024 | Stock options | 15,000 | Director equity awards administered under the 2023 Long Term Incentive Plan |
- Performance metrics: The 2023 Plan permits performance-based awards, but the proxy does not disclose director-specific performance metrics or vesting conditions for director equity grants .
Other Directorships & Interlocks
| Company/Organization | Role | Public? | Potential Interlocks/Conflicts |
|---|---|---|---|
| Shockwave Medical | Executive (Sr. Director) | Public employer; not a board role | No related-party transactions involving Snyder disclosed; company reports no related-person transactions over threshold other than an affiliate investment in Spectral IP (not tied to Snyder) |
| Other public company boards | — | — | None disclosed in MDAI proxy |
Expertise & Qualifications
- Market access, payer strategy, and government affairs experience suitable for healthcare commercialization and reimbursement pathways .
- Financial literacy (Audit Committee membership under Nasdaq standards), though not designated “audit committee financial expert” (Mellish holds that designation) .
- Education: BS in Business Administration (marketing), Delaware Valley University .
- Governance credentials: NACD member .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Composition/Notes |
|---|---|---|---|
| Marion Snyder | 13,568 | <1% | Beneficial ownership consists of 13,568 shares issuable upon exercise of stock options exercisable within 60 days |
- Ownership guidelines: No director stock ownership guidelines are disclosed in the proxy; general corporate governance guidelines referenced on the website .
- Hedging/Pledging: The company does not have policies preventing directors or employees from engaging in hedging transactions (e.g., equity swaps, collars, exchange funds); this is a governance risk flag .
- Section 16 compliance: Company reports officers, directors and 10% holders complied with Section 16(a) filing requirements in 2024 .
Governance Assessment
- Positives:
- Independent director with healthcare market access and payer expertise; serves on Audit and Science & Technology—useful for oversight of reimbursement strategy and R&D portfolio .
- Active Audit oversight (signatory to Audit Committee Report), and strong stockholder support in 2025 election (no votes against) .
- Attendance threshold met; entire board attended annual meeting—signals engagement .
- No related-party transactions involving Snyder disclosed .
- Watch items / RED FLAGS:
- Anti-hedging: Company permits hedging; lack of an anti-hedging policy for directors can misalign incentives with long-term shareholders .
- Ownership alignment: Very small reported beneficial ownership (<1%) comprised of options exercisable within 60 days; no disclosed director ownership guidelines .
- Compensation mix signal:
- 2024 director pay for Snyder was modest and balanced between cash ($45k) and options ($15k), consistent with early tenure; however, absence of disclosed performance conditions for director equity reduces pay-for-performance line-of-sight .
Overall, Snyder’s independence, committee roles, and strong 2025 vote support are positives for board effectiveness, while the permissive hedging policy and limited disclosed ownership guidelines present governance alignment risks that investors should monitor .
