Avi Pelossof
About Avi Pelossof
Avi Pelossof, age 62, is a seasoned diagnostics executive appointed to Neogen’s Board effective October 24, 2025, as a Class II director; committee assignments will be set following his election. He is currently Executive Chairman at JointMedica and a Senior Advisor at TPG, and previously served as CEO/President/Director of Immucor (2018–2023), where he led a turnaround and a $2 billion sale to Werfen; earlier, he was Global President of Infectious Disease at Alere (2007–2017), where he built a $750 million portfolio and launched the first FDA CLIA‑waived point‑of‑care molecular test (later Abbott ID NOW) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Immucor Inc. | CEO, President, Director | 2018–2023 | Led turnaround and $2B sale to Werfen (strategic exit) |
| Alere Inc. | Global President, Infectious Disease | 2007–2017 | Built $750M global portfolio; launched first FDA CLIA‑waived POC molecular test (now Abbott ID NOW) |
| Chembio Diagnostics Systems | Leadership roles | (Prior to 2007) | Diagnostics operating leadership (bio summary) |
| Citibank | Latin America Capital Markets (early career) | (Early career) | Finance background; international exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| JointMedica | Executive Chairman | Current | External operating/board leadership |
| TPG | Senior Advisor | Current | PE advisory role; Company disclosed no related‑party transactions involving Mr. Pelossof |
| Current public company boards | — | — | None disclosed in Neogen proxy or 8‑K |
Board Governance
- Appointment and election: Appointed August 14, 2025 (effective October 24, 2025) to fill a vacancy; elected by shareholders on October 23, 2025 with 171,839,634 votes FOR and 13,441,041 WITHHELD (Class II term to 2028) .
- Committee assignments: “To be determined following election” (no committee roles as of proxy date) .
- Independence: The Board determined all directors other than the CEO are independent under Nasdaq rules; Mr. Pelossof is a non‑employee director .
- Board structure and leadership: James C. Borel serves as independent Board Chair; independent directors meet in executive session at least quarterly .
- Attendance standard: In FY2025, the Board met seven times and committees met 19 times; each director (serving during the year) attended >75% of their meetings (Mr. Pelossof joined after FY2025 year‑end) .
- 2025 Say‑on‑Pay outcome: Shareholders did not approve the NEO compensation proposal at the 2025 Annual Meeting (Company 8‑K), following a 48.8% approval in 2024; a governance focus area for the Compensation Committee .
Fixed Compensation (Director Pay Structure)
| Component | Amount | Notes |
|---|---|---|
| Annual Board retainer (cash) | $55,000 | Paid quarterly |
| Additional retainer – Board Chair | $55,000 | Paid to Chair of the Board |
| Committee member fees | $7,500 (Gov/Comp/ST&I); $10,000 (Audit) | Annual per committee |
| Committee chair fees | +$7,500 (Gov/Comp/ST&I); +$10,000 (Audit) | Annual, in addition to committee member fee |
Mr. Pelossof will participate in Neogen’s standard non‑employee director compensation program upon joining the Board .
Performance Compensation (Director Equity)
| Equity Vehicle | Grant Value | Vesting | Term/Other |
|---|---|---|---|
| Annual equity mix | $165,000 total | Granted at election/commencement of annual service; split equally between options and RSUs | — |
| Non‑qualified stock options | $82,500 (target value) | Three‑year ratable vesting | Seven‑year term; strike = grant‑date close; no repricing/reloads |
| Restricted Stock Units (RSUs) | $82,500 (target value) | Three‑year ratable vesting | Granted at grant‑date close price |
Other Directorships & Interlocks
| Company | Role | Notes |
|---|---|---|
| Public company boards | — | No current public company directorships disclosed for Mr. Pelossof in Neogen filings reviewed . |
Expertise & Qualifications
- Executive leadership in diagnostics; financial expertise; M&A; innovation and technology; international; sustainability (as listed in Board skills matrix) .
- Turnaround and portfolio growth track record (Immucor sale to Werfen; Alere infectious disease growth and product launch) .
Equity Ownership
| Holder | Shares Beneficially Owned | Right to Acquire within 60 days | Total | % of Outstanding | Notes |
|---|---|---|---|---|---|
| Avi Pelossof | 0 | 0 | 0 | 0.0% | As of Aug 26, 2025; newly appointed; will receive standard director equity going forward |
- Stock ownership guidelines for directors: 5× annual cash retainer; unexercised options and unearned PSUs do not count; directors under guideline may sell no more than 25% of vested shares until compliant .
- Anti‑hedging and anti‑pledging: Company policy prohibits hedging and pledging without approval; applies to directors .
Governance Assessment
- Positive signals:
- Independent director with deep diagnostics operating and M&A experience aligned to Neogen’s core markets; brings technology and international expertise directly relevant to strategy .
- Standard, investor‑friendly director pay structure with balanced cash/equity, three‑year vesting, seven‑year option term, and no option repricing/reloads; strong anti‑hedging/pledging and ownership guideline policies .
- No related‑party transactions disclosed involving Mr. Pelossof; Company disclosed none in FY2025 .
- Watch items and potential red flags:
- 2025 Say‑on‑Pay did not pass (and 2024 support was 48.8%); continued investor scrutiny of pay‑for‑performance raises expectations for rigorous committee oversight; committee assignment for Mr. Pelossof could be material to investors .
- Ownership alignment to be built: Mr. Pelossof held no Neogen shares at the proxy record date (new appointee); investors will watch equity accumulation versus 5× retainer guideline over time .
Key Reference Facts (for quick lookup)
- Appointment effective: October 24, 2025 (Class II; term to 2028) .
- Election results (2025 Annual Meeting): For 171,839,634; Withheld 13,441,041 (Pelossof) .
- Committee roles: To be determined following election .
- Independence: All non‑management directors are independent under Nasdaq rules .
- Director pay: $55k cash retainer; $165k equity (half options/half RSUs); committee and chair retainers as above .
- Policies: Anti‑hedge/pledge; ownership guideline 5× retainer for directors .
- Related‑party transactions: None disclosed for FY2025; none involving Mr. Pelossof per 8‑K .