Philip Sheibley
About Philip Sheibley
Independent director of Modular Medical (MODD) since November 2021; experienced life sciences consultant and venture investor. Age 66 (per 2025 proxy). Former 30-year Accenture executive (global management consulting lead for Life Sciences; North American industry director), and since 2011 principal at Alumni Investment Partners. B.S. in Industrial & Systems Engineering (business minor), Lehigh University. Tenure on MODD board since November 29, 2021.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Accenture | Management & technology consulting; Life Sciences focus; North American industry director for life sciences; global lead for management consulting | 1981–2010 | Led large-scale strategy and operating model work for pharma/biotech/medtech; JV/start-up leadership engagements |
| Alumni Investment Partners | Principal (private equity) | 2011–present | Venture and scale-up investment/board participation in medical products; financing strategy and execution expertise |
External Roles
- No current public company directorships disclosed for the past five years beyond MODD. The director biographies list other public boards where applicable; none are listed for Mr. Sheibley.
Board Governance
| Item | Detail |
|---|---|
| Independence | Board determined Mr. Sheibley is independent under Nasdaq rules |
| Years of service | Director since Nov 29, 2021 |
| Committee memberships | Audit Committee (member); Nominating & Governance Committee (Chair) |
| Committee activity (FY2024) | Audit met 4x; Nominating & Governance met 1x; Compensation Committee held no meetings |
| Board attendance | Each director attended ≥75% of Board/committee meetings while serving during FY2024 |
| Board leadership | Chair is Paul DiPerna; no designated Lead Independent Director disclosed |
| Policies | Officers/directors prohibited from short sales of company securities |
| Legal/disciplinary | Company reports no disqualifying legal proceedings for directors in last 10 years |
Fixed Compensation
| Component | Policy | FY2024 Amounts for Sheibley |
|---|---|---|
| Annual cash retainer (Board) | $25,000, paid quarterly in cash/options/shares at director election | $30,000 fees earned (reflects chair adders) |
| Committee chair fee | $5,000 per committee chair, paid quarterly | Included in above (Nominating & Governance Chair) |
Program features: directors may elect form (cash, options, shares) annually; amounts paid quarterly.
Performance Compensation
| Element | Policy / Structure | Detail for Sheibley |
|---|---|---|
| Annual service equity | $100,000 annual equity, issued quarterly in options or shares at director election; share count for awards calculated with minimum price of $10 per share under plan | 2024 stock awards reported at $14,550 fair value in FY2024; no new option award disclosed in FY2024 compensation line, but options outstanding as of 3/31/2024 (see below) |
| Initial appointment equity | Equity award upon appointment; vests over three years | Initial grant on appointment (Nov 2021) per non-employee director program; standard vesting over three years |
| Performance metrics | None disclosed for directors (service-based vesting) | No director performance metrics tied to compensation disclosed |
Notes on outstanding equity: As of March 31, 2024, Mr. Sheibley held options to purchase 16,667 shares outstanding; other non-employee director option counts provided for context.
Insider Trades (Form 4) and Alignment Signals
- Alignment signal: meaningful open-market purchase of 15,000 shares on 8/19/2024 at $1.69.
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock Risk |
|---|---|---|
| None disclosed | — | No interlocks or overlaps disclosed in the proxy for past five years |
Expertise & Qualifications
- Life sciences domain leadership (global/regional) and operating model/scale-up execution from Accenture; extensive work with pharma/biotech/medtech and CROs.
- Venture/private equity principal (financing strategy for early/scale-up stage medtech), board participation experience.
- Industrial & Systems Engineering background with business minor (Lehigh).
Equity Ownership
| Metric | Amount |
|---|---|
| Beneficial ownership (common shares) | 66,139 shares (as of record date Jan 17, 2025) |
| Shares issuable on exercise within 60 days | 39,167 shares (options/RSUs/warrants) |
| Ownership as % of outstanding | <1% |
| Notable note | Non-employee directors each had certain outstanding options; Sheibley had 16,667 options outstanding as of 3/31/2024 (aggregate options outstanding count). |
No pledging/hedging: Company prohibits short sales by directors; no pledging disclosures for Sheibley in the proxy.
Governance Assessment
-
Strengths
- Independent director with deep life sciences and transformation expertise; chairs Nominating & Governance and serves on Audit (added oversight leverage for a small-cap with going-concern risks).
- Attendance threshold met (≥75%), and active committee cadence (Audit 4x; N&G held 1x) indicates baseline engagement.
- Alignment: open-market share purchase (15,000 shares) plus ongoing equity awards; no related-party transactions disclosed involving Sheibley.
-
Watch items
- Compensation Committee held no meetings in FY2024, which can signal thin compensation oversight at a time of material equity usage and share increases (though Sheibley is not on that committee).
- Company-level risk: going-concern disclosure and expected future dilution elevate governance expectations on director oversight of capital allocation and compensation equity pool sizing.
- Director compensation structure mixes cash and quarterly equity with a $10 minimum price for share calculation; this can distort grant “value” optics and requires careful disclosure oversight.
-
RED FLAGS
- None specific to Sheibley identified in related-party transactions, legal/disciplinary matters, or attendance.
Appendix: Key Reference Disclosures
- Director biography and independence, committee assignments, ages: 2025 DEF 14A.
- Board/committee meetings and attendance: 2025 DEF 14A.
- Director compensation program and 2024 compensation table: 2025 DEF 14A.
- Beneficial ownership table (record date Jan 17, 2025): 2025 DEF 14A.
- Appointment and initial compensation terms (Nov 29, 2021): 8-K.
- Insider transactions (Form 4 URLs): See Insider Trades table above (each line cites SEC URL).
- Company going-concern and equity plan increase context: 2025 DEF 14A.