Neal Goldman

About Neal Goldman

Neal Goldman, age 81, has served on the Milestone Scientific Inc. (MLSS) Board since 2019 and as Chairman since January 2024; upon the 2025 annual election, he will transition to Vice Chairman. He is President and Founder of Goldman Capital Management, Inc. (family office), and previously held senior buy-side and sell-side research roles including First Vice President of Research at Shearson Lehman Hutton; he holds a B.A. in Economics from The City University of New York (City College) . The Board has determined that Mr. Goldman is independent under NYSE American standards .

Past Roles

External Roles

Board Governance

• Independence: Determined independent under NYSE American and SEC rules .
• Leadership: Board separates Chair and CEO roles; Goldman served as Chairman (January 2024), will become Vice Chairman post-2025 election .
• Committee assignments: Member of the Audit Committee (with Benedetta Casamento and Michael McGeehan); Casamento is the Audit Committee Financial Expert .
• Attendance: In 2024, the Board met six times; all directors attended at least 75% of Board and committee meetings while serving .
• Executive sessions: Not specifically disclosed.
• Risk oversight: Board outlines oversight across China operations, liquidity/capital access, product acceptance, operational risk .

Fixed Compensation

Director compensation for fiscal year ended December 31, 2024 (paid in equity; no cash fees disclosed):

• Director compensation was delivered entirely via stock awards in 2024 for all listed directors; no cash retainers or meeting fees disclosed .

Performance Compensation

• No director performance-based compensation metrics (RSUs/PSUs targets, option strike/vesting tied to TSR or operational KPIs) are disclosed for non-employee directors; the table below is intentionally omitted due to lack of disclosures .

Other Directorships & Interlocks

• Related-party financing: On April 9, 2025, MLSS issued unsecured convertible promissory notes totaling $800,000 to three directors, including Mr. Goldman; notes carry interest at prime minus 2.50%, are convertible at fair value but not less than $0.50, and permit certain repayment elections upon future equity raises or liquidation events. Convertible insider financing is a governance-sensitive item requiring monitoring of approvals and terms .

Expertise & Qualifications

• Capital markets and research expertise (Shearson Lehman Hutton; multiple buy-side/sell-side roles) .
• Board leadership experience at Charles & Colvard; multiple public boards historically .
• Determined independent; Audit Committee member, supporting financial reporting oversight .
• Education: B.A. in Economics, CUNY (City College) .

Equity Ownership

• Stock ownership policy: Company prohibits short sales, margin accounts, and pledging of securities by employees and directors (alignment positive; reduces collateral risk) .
• Section 16(a) compliance: Company believes all officers/directors complied with beneficial ownership reporting requirements in 2024 .

Governance Assessment

• Strengths:

  • Independent director with deep financial and capital markets background; Audit Committee membership enhances board oversight .
  • Strong ownership alignment: material personal stake (2.96%); director compensation delivered in stock awards (2024), increasing skin-in-the-game .
  • Board structure separation of Chair/CEO; clear risk oversight narrative; hedging/pledging prohibited; clawback policy in place for executives .

• Watch items / RED FLAGS:

  • Insider convertible notes (April 2025) to directors including Goldman introduce potential conflicts of interest (conversion floor, repayment mechanics upon financing/liquidation); ensure robust Audit/Nominating oversight and independent approval processes .
  • Limited disclosure on committee chair roles and detailed director meeting attendance percentages (only ≥75% threshold provided), reducing granularity of engagement assessment .
  • Company relies on discretionary bonuses for executives and indicates stock price performance is not a factor in compensation decisions—investors may scrutinize pay-for-performance alignment broadly, although this pertains to executives rather than directors .

• Signals affecting investor confidence:

  • Transition of Board Chair role to another independent director (Casamento) and Goldman to Vice Chairman supports governance balance and succession at the board level .
  • Audit Committee composition including Goldman and designation of a financial expert (Casamento) supports credible financial oversight .