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Avi Pelossof

Director at NEOGENNEOGEN
Board

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

OrganizationRoleTenureCommittees/Impact
Immucor Inc.CEO, President, Director2018–2023Led turnaround and $2B sale to Werfen (strategic exit)
Alere Inc.Global President, Infectious Disease2007–2017Built $750M global portfolio; launched first FDA CLIA‑waived POC molecular test (now Abbott ID NOW)
Chembio Diagnostics SystemsLeadership roles(Prior to 2007)Diagnostics operating leadership (bio summary)
CitibankLatin America Capital Markets (early career)(Early career)Finance background; international exposure

External Roles

OrganizationRoleTenureNotes
JointMedicaExecutive ChairmanCurrentExternal operating/board leadership
TPGSenior AdvisorCurrentPE advisory role; Company disclosed no related‑party transactions involving Mr. Pelossof
Current public company boardsNone 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)

ComponentAmountNotes
Annual Board retainer (cash)$55,000Paid quarterly
Additional retainer – Board Chair$55,000Paid 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 VehicleGrant ValueVestingTerm/Other
Annual equity mix$165,000 totalGranted at election/commencement of annual service; split equally between options and RSUs
Non‑qualified stock options$82,500 (target value)Three‑year ratable vestingSeven‑year term; strike = grant‑date close; no repricing/reloads
Restricted Stock Units (RSUs)$82,500 (target value)Three‑year ratable vestingGranted at grant‑date close price

Other Directorships & Interlocks

CompanyRoleNotes
Public company boardsNo 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

HolderShares Beneficially OwnedRight to Acquire within 60 daysTotal% of OutstandingNotes
Avi Pelossof0000.0%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 .