Thomas Crowley
MYOMOAbout Thomas A. Crowley, Jr.
Independent director of Myomo (NYSE American: MYO) since March 2012; age 78; currently CEO of Vertical Spine, LLC (board member since July 2011). Prior roles include President of Small Bone Innovations, Inc., and Managing Director—Healthcare Investment Banking at Friedman Billings Ramsey. Education: BA (Fairfield University), MS (Columbia University School of Business), Graduate, U.S. Army Command and General Staff College; brings executive, financial and investment expertise in orthopedics and medical devices .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vertical Spine, LLC | Chief Executive Officer; Director | Since Jul 2011 | Executive leadership in spine/orthopedics |
| Cascade Medical Enterprises, LLC | Director | Jan 2008–Jan 2020 | Board oversight in orthopedics |
| Core Essence Orthopedics, Inc. | Chairman | Mar 2011–Mar 2012 | Strategic/board leadership |
| Aircast, LLC | Director | Sep 2003–May 2006 | Board governance in orthopedic devices |
| Freedom Innovations | Director | Mar 2011–Jun 2013 | Prosthetics oversight |
| American Society for Surgery of the Hand | Corporate Advisory Council Member | Nov 2004–May 2006 | Industry advisory |
| Small Bone Innovations, Inc. | President | Feb 2008–Feb 2011 | P&L/operations leadership |
| Friedman Billings Ramsey | Managing Director—Healthcare Investment Banking | Sep 2006–Jan 2008 | Capital markets, healthcare banking |
External Roles
| Organization | Role | Tenure | Public/Private |
|---|---|---|---|
| Vertical Spine, LLC | CEO; Director | Since Jul 2011 | Private (not disclosed as public) |
| Cascade Medical Enterprises, LLC | Director | Jan 2008–Jan 2020 | Private |
| Core Essence Orthopedics, Inc. | Chairman | Mar 2011–Mar 2012 | Private |
| Aircast, LLC | Director | Sep 2003–May 2006 | Private |
| Freedom Innovations | Director | Mar 2011–Jun 2013 | Private |
Board Governance
- Independence: Determined independent under NYSE American Section 803; majority of board independent .
- Committees: Audit (member), Compensation (Chair), Nominating & Corporate Governance (member) .
- Attendance: Each director attended ≥75% of board and committee meetings in 2024 (except Ms. Knapp on Nominating); Board met 4x; Audit 7x; Compensation 5x; Nominating 4x; Tech 6x .
- Lead Independent Director: Thomas F. Kirk (not Crowley) .
- Board Structure: Classified board; Crowley’s term runs to 2027 Annual Meeting .
| Governance Metric (2024) | Value |
|---|---|
| Independence Status | Independent |
| Board Meetings Held | 4 |
| Committee Meetings Held | Audit 7; Comp 5; Nominating 4; Tech 6 |
| Crowley Attendance | ≥75% of meetings of Board/committees served |
| Committee Roles | Audit (Member); Compensation (Chair); Nominating (Member) |
Fixed Compensation
| Component | FY 2024 Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $55,000 | Effective Jun 2024; paid quarterly |
| Committee Chair Fee (Compensation) | $5,000 | Annual; for committee chairs |
| Fees Earned (Cash) – Crowley | $57,500 | Reported for 2024 |
| Annual Equity (RSUs) – Grant Date Fair Value | $42,000 | Vests over four quarters |
| RSUs Granted (Count) | 12,034 | Issued Jun 5, 2024; vesting begins Sep 5, 2024 |
| Total Director Compensation – Crowley | $99,500 | Cash + stock |
Performance Compensation
| Performance Metric(s) for Director Pay | Disclosed? |
|---|---|
| Revenue, EBITDA, TSR, ESG goals tied to director pay | None disclosed; director equity is time-based RSUs |
Directors receive time-based RSUs; no performance-based metrics are specified for director compensation .
Other Directorships & Interlocks
- Public company boards: None disclosed for Crowley .
- Related investors on board: Yitzchak Jacobovitz, partner of AIGH Capital Management (≥5% holder), is stepping down and expected to serve as Board Observer post-2025 meeting; not related to Crowley .
- No related-party transactions disclosed involving Crowley; audit committee oversees approval of any related-party transactions ≥$120,000 .
Expertise & Qualifications
- Domain: Orthopedics, prosthetics, medical devices; executive P&L leadership and healthcare investment banking .
- Financial oversight: Member of Audit Committee; board concluded audit committee members are financially literate .
- Education: BA (Fairfield), MS (Columbia Business School), Graduate of U.S. Army CGSC .
Equity Ownership
| Item | Amount | Details |
|---|---|---|
| Total Beneficial Ownership (Shares) | 39,332 | <1% of outstanding |
| Percent of Shares Outstanding | <1% | Based on 34,438,009 outstanding (Mar 31, 2025) |
| Common Shares | 39,020 | Direct |
| Options – Exercisable (≤60 days) | 312 shares | Included in beneficial ownership |
| Unvested RSUs (as of Dec 31, 2024) | 6,017 | Not included in beneficial ownership |
| RSUs vesting within 60 days (excluded) | 3,008 | Excluded from beneficial ownership calc |
| Pledging/Hedging | Prohibited by insider trading policy without prior approval | Applies to directors |
Insider Trades
| Period | Form 4 Activity (Crowley) | Notes |
|---|---|---|
| 2024–2025 | Not disclosed in proxy | Company notes overall Section 16 compliance for directors; late Form 4s cited only for certain executives (not directors) |
Governance Assessment
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Strengths:
- Independent status; chairs Compensation Committee; sits on Audit and Nominating—broad oversight coverage .
- Attendance ≥75% across board/committee obligations; board maintains regular evaluations and formal charters .
- Cash/equity mix for directors balanced; chair premium modest; time-based RSUs align with long-term shareholder outcomes without encouraging excessive risk .
- Insider policy prohibits hedging/pledging—alignment safeguard .
-
Watch items:
- Classified board structure can reduce director accountability versus annually elected boards .
- Material IT controls weakness disclosed for the company (not specific to Crowley), elevates audit oversight importance; Crowley’s audit committee role is relevant to remediation monitoring .
- Board interlocks with significant holders (e.g., AIGH partner Jacobovitz historically on board) could present perceived influence; however, Jacobovitz to transition to non-voting observer; no conflicts disclosed for Crowley .
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RED FLAGS: None disclosed specific to Crowley—no related-party transactions, pledging, or low attendance issues; director compensation appears standard with small chair fee and time-based RSUs .