Joseph S. Lacob
About Joseph S. Lacob
Independent director at NeuroPace (NPCE) since 1997; currently age 68. Lacob is Governor, Co-Executive Chairman, and CEO of the Golden State Warriors (since 2010) and has served on the board of Align Technology (ALGN) since 1997. He holds a B.S. (UC Irvine), an M.P.H. (UCLA), and an M.B.A. (Stanford GSB). He is a Class II director continuing in office until the 2026 Annual Meeting and was affirmatively determined to be independent under Nasdaq rules .
Past Roles
- No additional prior corporate roles beyond those listed below were disclosed in NPCE’s proxy statements .
External Roles
| Organization | Role | Tenure/Timing | Notes |
|---|---|---|---|
| Golden State Warriors | Governor, Co-Executive Chairman, CEO | Since 2010 | Private franchise leadership role |
| Align Technology, Inc. | Director | Since 1997 | Current public company directorship |
Board Governance
- Independence: Board determined Lacob is independent under Nasdaq listing standards .
- Committee assignments: Member, Nominating & Corporate Governance Committee (not Chair) .
- Attendance: In FY2024 the Board met 9 times; each director other than a January 2025 appointee attended at least 75% of Board/committee meetings (implies Lacob ≥75%) .
- Executive sessions: Independent directors meet in executive session at each regularly scheduled quarterly Board meeting .
- Board leadership: Independent non-executive Chair (Frank Fischer); CEO is separate (Joel Becker) .
Fixed Compensation (Director)
| Component (FY2024) | Amount/Detail |
|---|---|
| Annual cash retainer | $40,000 |
| Nominating & Corporate Governance (member) | $5,000 (non-Chair member fee) |
| Total cash retainer structure | $45,000 (policy basis) |
| Equity in lieu of cash (RSUs) actually taken | 4,929 fully vested RSUs in lieu of cash fees |
| Annual option award (grant-date fair value) | $77,159 (FY2024) |
| Director option policy | New directors: $185,000 initial option; annual: $115,000; annual vest earlier of 1 year or prior to next annual meeting; change-in-control accelerates vesting |
Performance Compensation
- No performance-based director compensation metrics disclosed for non-employee directors (comp is fixed cash/committee fees plus time-based equity) .
Other Directorships & Interlocks
| Company | Role | Since | Potential Interlocks/Conflicts |
|---|---|---|---|
| Align Technology, Inc. | Director | 1997 | No NPCE-related interlocks disclosed; no related-party transactions involving Lacob disclosed |
- No related-party transactions involving Lacob were disclosed. The only specified related-party item in 2025 involved a repurchase from a >10% stockholder (KCK), not Lacob .
Expertise & Qualifications
- Governance/leadership: Decades of board service (NPCE since 1997; ALGN since 1997) and franchise leadership at Golden State Warriors .
- Education: B.S. (UC Irvine), M.P.H. (UCLA), M.B.A. (Stanford GSB) .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership | 447,833 shares (1.4% of outstanding) |
| Options exercisable within 60 days | 85,105 shares |
| Director options held (as of 12/31/2024) | 85,105 options |
| Hedging/pledging | Prohibited by company policy (no hedging, short sales, options, margins, or pledges) |
Notes:
- The beneficial ownership table provides total shares and exercisable options within 60 days; the company prohibits hedging and pledging, which reduces alignment risk from collateralized or hedged positions .
Governance Assessment
-
Alignment signals
- Independent status and service on the Nominating & Corporate Governance Committee support governance oversight .
- Elected to take RSUs in lieu of cash retainer (4,929 shares), increasing equity exposure and alignment with shareholders .
- Attendance threshold met (≥75%) per Board disclosure for FY2024 .
- Company prohibits hedging/pledging of stock, reducing misalignment risks .
- No related-party transactions involving Lacob disclosed, and Audit Committee reviews any such items under a written policy .
-
Considerations / potential red flags
- Very long tenure (director since 1997) can raise investor questions about refreshment and independence, though the Board has affirmatively determined independence under Nasdaq rules .
- Director equity awards (options) accelerate on change in control, which some investors scrutinize; this is the disclosed policy for all non-employee directors .
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Additional context
- Board met 9 times in FY2024 with regular executive sessions of independent directors, and the roles of Chair and CEO are separated, which are positive structural features .
- NPCE is an Emerging Growth Company and does not hold Say-on-Pay votes yet; this is primarily relevant to executives rather than directors but informs overall compensation governance context .