Arik Kaufman
About Arik Kaufman
Arik Kaufman (age 44) is an independent Class I director of My Size, Inc., serving since June 2017. He is an attorney specializing in commercial, corporate, and capital markets law; he has operated his own law office in Israel since 2016, and holds an LLB from the Interdisciplinary Center, Herzliya, with admission to the Israeli Bar . He is currently Chief Executive Officer of Steakholder Foods (since January 2022) and previously served as VP Business Development at Mor Research Applications (September 2017–January 2022) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| My Size, Inc. | Independent Director (Class I) | June 2017–present | Member: Audit; Compensation. Chair: Nominating & Corporate Governance |
| Mor Research Applications | VP Business Development | Sep 2017–Jan 2022 | Capital markets and BD experience |
| Law Office (Israel) | Founder/Attorney | 2016–present | Commercial/corporate/capital markets legal practice |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Steakholder Foods | Chief Executive Officer | Jan 2022–present | Executive role outside MYSZ; industry distinct from retail tech |
| Various publicly traded companies | Director (unspecified) | Not specified | Company notes past service on boards; no current other reporting-company directorships disclosed for Kaufman |
Board Governance
- Independence: The board determined Mr. Kaufman is independent under Nasdaq rules; the 10-K also affirms independence for audit committee purposes and Rule 10A-3 .
- Classified board: Class I (Kaufman, Golan) up for election at Sept 4, 2025 annual meeting; Class II (Branitzky, Zimmerman) through 2026; Class III (CEO Ronen Luzon) through 2027 .
- Committee assignments and roles:
- Audit Committee: Member; chair is Roy Golan; all members independent .
- Compensation Committee: Member; chair is Oron Branitzky; all members independent .
- Nominating & Corporate Governance Committee: Member and Chair (Kaufman) .
- Board and committee meeting attendance (FY 2024): Board met 15 times; all directors (including Kaufman) attended 100%. Audit met 4 times (100% attendance); Compensation met 3 times (100% attendance); Nominating met once (100% attendance) .
- Annual meeting attendance: Other than Mr. Luzon, none of the directors attended the 2024 annual meeting of stockholders (implies Kaufman did not attend) .
- Chair/lead structure: Board chair position is currently vacant; the board favors flexibility in leadership arrangements .
- Anti-hedging policy: Prohibits directors, officers, and employees from short sales, options, or hedging transactions in company stock .
Committee Meetings & Attendance (FY 2024)
| Body | Meetings | Attendance |
|---|---|---|
| Board | 15 | 100% |
| Audit Committee | 4 | 100% |
| Compensation Committee | 3 | 100% |
| Nominating & Gov. Committee | 1 | 100% |
Fixed Compensation
| Component | 2024 Amount (USD) | Notes |
|---|---|---|
| Fees earned or paid in cash | $14,995 | Per-meeting fee is $325; travel/reasonable expenses reimbursed |
| Annual retainer | Not disclosed | Company compensates non-employee directors per meeting |
Performance Compensation
| Item | Detail | Implications |
|---|---|---|
| Option awards (reported for 2024 table) | $8,773 grant-date fair value (options granted during 2022, ASC 718) | Equity component exists but is based on 2022 grants |
| Company-wide option repricing | On June 4, 2025, compensation committee reduced exercise prices of outstanding options for employees, officers, and directors to $1.28 (from $3.832–$8.72) on 13,926 shares total | Repricing including directors is a governance red flag (lowering strike to market) |
| Prior option repricing | July 13, 2023, repriced options to $8.72 for employees and directors (2,947 shares) | Repeated repricing heightens concern |
| Equity plan share increase (2025 Proposal 2) | Proposed increase in 2017 Plan share reserve to 756,691 from 130,000 | Signals potential dilution/overhang expansion |
| Evergreen addition (2025 Proposal 3) | Proposed evergreen: automatic annual increase Jan 1, 2026–2029 by up to 5% of outstanding shares (or lesser amount) | Ongoing dilution mechanism; strengthens equity flexibility |
No performance metrics tied to director compensation were disclosed (comp is per-meeting fees plus equity; no director-specific performance goals cited) .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed (public reporting companies) | — | — | For Kaufman, no other reporting-company directorships are disclosed; the proxy notes this “except as indicated,” and none are indicated for him . |
Expertise & Qualifications
- Legal and capital markets expertise; extensive experience in financial reporting and regulation .
- Transactional background supporting venture financings, M&A, and strategic relationships .
- Industry and operating perspective via CEO role at Steakholder Foods; previous BD leadership at Mor Research Applications .
Equity Ownership
| Holder | Beneficial Ownership (shares) | % of Outstanding | Composition |
|---|---|---|---|
| Arik Kaufman | 2,650 | <1% (of 3,103,076 shares outstanding on 7/8/2025) | 150 options + 2,500 restricted stock |
- Anti-hedging: Directors prohibited from hedging transactions in company stock .
- Pledging: No pledging by directors disclosed; related-party transactions above thresholds not reported since Jan 1, 2023 .
Governance Assessment
- Strengths
- Independent director with legal, regulatory, and transactional expertise; chair of Nominating & Corporate Governance; member of Audit and Compensation committees .
- Strong engagement: 100% attendance at board and committee meetings in 2024 .
- Board maintains anti-hedging policy; audit and compensation committees comprised entirely of independent directors .
- No related-party transactions involving directors/officers above disclosure thresholds since 1/1/2023 .
- Watch items / RED FLAGS
- Option repricings in 2023 and 2025 included directors; repricing underwater options to market price is shareholder-unfriendly and risks misalignment with long-term performance .
- Proposed 2025 equity plan amendments significantly increase share reserve and add an evergreen (up to 5% annually through 2029), expanding potential dilution and compensation committee discretion .
- Low personal ownership: 2,650 shares (<1%); while typical for small-cap directors, absolute ownership is modest relative to potential dilution from plan proposals .
- 2024 annual meeting attendance: aside from CEO, directors did not attend (including Kaufman), which can be viewed negatively by some investors .
- Governance context: CEO and COO are spouses; board chair role vacant—both can raise independence and oversight questions, though not tied specifically to Kaufman’s conduct .
Overall: Kaufman brings legal and transactional depth and demonstrates strong meeting engagement and governance leadership (NGC chair). However, participation in boards that reprice options and expand equity plan capacity (including an evergreen) presents alignment and dilution concerns to monitor. Strengthening ownership alignment and improving annual meeting engagement would enhance investor confidence .