Milton Morris
MYOMOAbout Milton M. Morris
Milton M. Morris, Ph.D., NACD.DC, is an independent director of Myomo, serving since June 2021; he is 55 years old as of April 14, 2025 and holds an MBA from Kellogg (Northwestern) and MS/Ph.D. in Electrical Engineering from the University of Michigan, with a B.S. in Electrical Engineering from Northwestern University . He is NACD Directorship Certified, a Trustee of Northwestern University, and a Fellow of AIMBE; his operating career spans Guidant/Boston Scientific, Cyberonics (LivaNova), and as Chairman/President/CEO of Neuspera Medical (2015–2022), with over 30 patents and 20 publications and recognized success commercializing high-tech medical devices .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Neuspera Medical, Inc. | Chairman, President & CEO | Jul 2015 – Jun 2022 | Led valuation growth; FDA approval for ultraminiaturized neurostimulator for pain |
| Cyberonics (now LivaNova) | SVP, R&D & Emerging Therapies | Jan 2009 – Dec 2014 | Led team pioneering first closed-loop VNS device for epilepsy |
| Guidant/Boston Scientific | Principal Research Scientist; Director, R&D; Director, Marketing (Arrhythmia franchise leader) | Aug 1996 – Aug 2007 | Oversight of pacemaker/defibrillator businesses; product leadership in CRM division |
| University of Michigan | Research Assistant, Medical Computing Laboratory | ~5 years pre-1996 | NSF/NIH fellowships; low power arrhythmia classification algorithms for implantable defibrillators |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Embecta Corp. | Director | Since Mar 2022 | Not disclosed |
| Nordson Corp. | Director | Since Sep 2022 | Not disclosed |
Board Governance
- Board class/term: Class I; current term expires at the 2027 Annual Meeting .
- Independence: Board determined Morris is independent under NYSE American Section 803 .
- Committee memberships: Compensation Committee (member); Technology, Quality and Regulatory Committee (Chair) .
- Meeting cadence and attendance: 2024 board held 4 regular meetings; each director attended ≥75% of Board meetings; 2024 Annual Meeting attendance by all directors . Committees met in 2024: Audit (7), Compensation (5), Nominating & Corporate Governance (4), Technology/Quality/Regulatory (6); each director attended ≥75% of their committee meetings, except Ms. Knapp on Nominating .
- Lead Independent Director: Thomas F. Kirk .
- Risk oversight: Committee charters and Board role in risk oversight maintained; cybersecurity under Tech/Quality/Regulatory committee scope .
- Related party transaction governance: Audit Committee pre-approval policy for transactions ≥$120,000; director/officer indemnification agreements .
Fixed Compensation
| Year | Cash Fees (USD) | Notes |
|---|---|---|
| 2024 | $58,750 | Standard non-employee retainer $55,000/year (effective June 2024), paid quarterly; committee chair additional $5,000/year |
Performance Compensation
| Grant Date | Instrument | Shares/Units | Grant-Date Fair Value (USD) | Vesting | Unvested as of 12/31/2024 |
|---|---|---|---|---|---|
| Jun 5, 2024 | RSUs | 12,034 | $42,000 | Vests over four quarters starting Sep 5, 2024 | 6,017 RSUs |
No director options were held by Morris as of 12/31/2024 . Director equity awards are time-based RSUs; no performance metric targets are disclosed for director compensation .
Other Directorships & Interlocks
| Company | Sector/Relation to MYO | Potential Interlock/Conflict Notes |
|---|---|---|
| Embecta Corp. | Diabetes care devices | No MYO-related transactions disclosed; Morris remains independent per Board determination . |
| Nordson Corp. | Industrial/medical technologies | No MYO-related transactions disclosed; Audit Committee policy governs any related-party transactions . |
Expertise & Qualifications
- NACD Directorship Certified; recognized for commercialization leadership in medical devices .
- Advanced engineering degrees (MS/Ph.D.) and MBA; >30 patents and 20 publications; AIMBE Fellow; Northwestern Trustee .
- Deep R&D, regulatory, quality, and cybersecurity oversight experience; chairs Technology/Quality/Regulatory Committee with charter covering innovation governance, quality metrics, IP strategy, regulatory compliance, and regenerative AI appropriateness .
Equity Ownership
| As of | Shares Beneficially Owned | % of Shares Outstanding | Options (Exercisable/Unexercisable) | Unvested RSUs | Notes |
|---|---|---|---|---|---|
| Mar 31, 2025 | 111,960 | <1% (asterisk in table) | None | 6,017 (as of 12/31/2024) | Beneficial ownership defined per SEC rules; 34,438,009 shares outstanding for calculation . |
Hedging/pledging: Insider Trading Policy prohibits short sales and derivative transactions; prohibits margin borrowing and pledging without prior approval, applying to directors .
Governance Assessment
- Board effectiveness: Morris chairs the Technology/Quality/Regulatory Committee, adding technical oversight of innovation, quality, cybersecurity, and regulatory compliance; his background aligns strongly with MYO’s technology and market .
- Independence & engagement: Formally independent; served on Compensation Committee; attended required meetings (≥75% threshold met) supporting engagement; Lead Independent structure in place .
- Compensation & alignment: 2024 director pay balanced between cash ($58,750) and RSUs ($42,000), with ongoing quarterly vesting; no options; meaningful share ownership (111,960 shares) enhances alignment, and policy discourages hedging/pledging .
- Conflicts & related-party exposure: No Morris-specific related-party transactions disclosed; robust Audit Committee pre-approval policy mitigates risk .
- Company-level governance context: MYO disclosed a material weakness in IT general controls at year-end 2024 with remediation planned in 1Q25; although Morris is not on the Audit Committee, sustained board oversight of remediation is critical for investor confidence .
Red Flags
- None disclosed specific to Morris (no option repricing, related-party transactions, hedging/pledging, or low attendance flagged) .
- Company-level internal control material weakness (FY2024) warrants continued board monitoring until fully remediated .
Appendix: Shareholder Voting (2025 Annual Meeting)
| Item | Result |
|---|---|
| Election of Class II Director (Heather Getz) | For: 10,294,384; Withhold: 1,888,001; Broker Non-Votes: 12,131,966 |
| Ratification of Auditor (CBIZ CPAs P.C.) | For: 23,797,191; Against: 392,407; Abstain: 124,753 |