Michael McCormick
NuwellisAbout Michael McCormick
Michael McCormick (age 63) has served on Nuwellis’ Board since May 2023 and was appointed Lead Independent Director upon joining; he currently serves as an independent director in Class I with a term expiring at the 2026 annual meeting . He is President & CEO of CorRen Medical (since 2023) and is a veteran medical-device executive with 25+ years of operating and board experience; he holds a BBA in Business Management from the University of Texas at Austin .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Osprey Medical (ASX: OSP) | Chief Executive Officer | 2010–2023 | Led commercial-stage cardiology device firm focused on CI-AKI reduction |
| Anulex Technologies | Chief Executive Officer | 2003–2008 | Company focused on spinal soft-tissue healing; successfully sold to Boston Scientific |
| Centerpulse Spine-Tech | President | Pre-2003 | Involved in sale to Zimmer in 2003 |
| Boston Scientific Scimed | Sales/Management roles | Early career | Commercial leadership roles |
| Baxter Healthcare | Sales/Management roles | Early career | Commercial leadership roles |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| CorRen Medical, Inc. | President & CEO | Since 2023 | Ultrasound technology for early PAD diagnosis |
| NephroCor Medical, Inc. | Executive Chairman | Current | Governance and strategic leadership |
| AcQumen Medical, Inc. | Chairman | Current | Governance leadership |
| Formae, Inc. | Independent Director | Current | Board service |
| Osprey Medical (ASX: OSP) | Director | Former | Previously served on board |
| Cardio Renal Society of America | Director | Former | Non-profit/industry role |
| Anulex Technologies, Inc. | Director | Former | Board service |
Board Governance
| Year | Audit Committee | Compensation Committee | Nominating & Corporate Governance (NCG) | Meetings Held (Audit/Comp/NCG) |
|---|---|---|---|---|
| 2023 | Member (McCormick) | Chair (McCormick) | Member (not listed for McCormick) | 4 / 2 / 1 |
| 2024 | Member (McCormick) | Not listed for McCormick | Chair (McCormick) | 4 / 3 / 2 |
- Independence: The Board affirmatively determined McCormick is independent under Nasdaq rules; it specifically considered CorRen Medical’s customer relationship with Nuwellis (see Related Party Transactions) and concluded independence was not impaired .
- Lead Independent Director: McCormick served as Lead Independent Director with responsibilities over executive sessions, agenda review, and liaison duties .
- Attendance: In 2023, each director attended at least 75% of Board and committee meetings; the Board met 11 times .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (Director) | $45,000 | Paid quarterly |
| Lead Independent Director retainer | $10,000 | Paid annually |
| Chair of the Board retainer | $15,000 | Paid annually |
| Audit Committee – Chair | $15,000 | Paid annually |
| Audit Committee – Member | $7,500 | Paid annually |
| Compensation Committee – Chair | $10,000 | Paid annually |
| Compensation Committee – Member | $5,000 | Paid annually |
| Nominating & Corporate Governance – Chair | $10,000 | Paid annually |
| Nominating & Corporate Governance – Member | $5,000 | Paid annually |
| Year | Fees Earned or Paid in Cash ($) | Notes |
|---|---|---|
| 2023 | 25,664 | Partial year (appointed June 1, 2023) |
| 2024 | 59,571 | Full-year service including committee roles |
Performance Compensation
| Year | Option Awards ($, grant-date fair value) | Grant Details | Notes |
|---|---|---|---|
| 2023 | 0 | Annual director grant on May 19, 2023 (approx. $2.73/share) did not apply to McCormick (appointed June 1, 2023) | No option award recorded for McCormick in 2023 |
| 2024 | 13,036 | Options granted Jan 2, 2024; grant-date fair value ≈ $24.15/share | Options outstanding as of 12/31/24: 595 (vested+unvested) |
| Equity Policy Element | Design | Status |
|---|---|---|
| Annual stock option award | Number of shares equal to 0.40% of shares outstanding (as of 12/31/23); 1/12 monthly vesting over 1 year; typically granted at annual meeting | Board agreed not to receive such annual meeting grants in 2024; eligible again in 2025 |
- Indemnification: Company standard form of indemnity agreement applies to McCormick .
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlock/Conflict Consideration |
|---|---|---|---|
| CorRen Medical, Inc. | Private | President & CEO | Customer of Nuwellis; see Related Party Transactions; Board determined independence maintained |
| Formae, Inc. | Private | Independent Director | None disclosed |
| NephroCor Medical, Inc. | Private | Executive Chairman | None disclosed |
| AcQumen Medical, Inc. | Private | Chairman | None disclosed |
| Osprey Medical (ASX: OSP) | Public (ASX) | Former Director | No current interlock disclosed |
Expertise & Qualifications
- 25+ years leading medical device companies; prior CEO roles at Osprey Medical and Anulex; transactional experience including sales of Centerpulse Spine-Tech to Zimmer and Anulex to Boston Scientific .
- Capital markets and governance experience as Lead Independent Director and as chair/member across Compensation, NCG, and Audit committees .
- Education: BBA, University of Texas at Austin .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Outstanding | As of | Notes |
|---|---|---|---|---|
| Michael McCormick | 117 | <1% | June 9, 2025 | Beneficial ownership determined per SEC rules; 130,154 shares outstanding |
| Options outstanding (vested+unvested) | 595 | n/a | Dec 31, 2024 | Director option counts as of 12/31/24 |
Related Party Transactions (Conflict Review)
- The Board reviewed that CorRen Medical, where McCormick is President & CEO, is a Nuwellis customer; Nuwellis sold technology to CorRen for $36,000 (May 2023) and other privileges for $3,000 (Sept 2024). These were substantially below 5% of Nuwellis’ consolidated gross revenue for the last three fiscal years; the Board concluded McCormick remains independent under Nasdaq rules .
- Insider Trading Policy prohibits hedging and short selling of company securities by directors and officers, supporting alignment with shareholders .
Governance Assessment
-
Strengths:
- Experienced operator with significant medtech M&A/commercial background and multi-committee leadership experience; served as Lead Independent Director, enhancing board independence and oversight .
- Clear independence determination with explicit review of the CorRen Medical relationship; Board documented rationale and materiality threshold (<5% revenue) .
- Attendance: directors, including McCormick, met the ≥75% attendance standard in 2023; Board held 11 meetings, suggesting active oversight .
- Director equity awards exist but the Board voluntarily declined annual meeting grants in 2024, signaling sensitivity to dilution/shareholder alignment .
-
Watch items / RED FLAGS:
- Related-party exposure via CorRen Medical customer transactions; although de minimis and reviewed, ongoing monitoring is warranted as McCormick leads that counterparty .
- Low direct beneficial ownership (<1%) may limit “skin-in-the-game” perception; options outstanding were modest (595 as of 12/31/24) .
- Multiple external roles could raise bandwidth concerns if Nuwellis faces heightened operational or strategic demands; transparency on time commitment and attendance remains important (2024 attendance not disclosed yet) .
-
Compensation structure observations:
- Cash retainers sized per role; equity delivered as options (not performance-based) with a standard vesting schedule; no perquisites for directors .
- 2023 vs 2024: Cash rose with a full service year and committee roles ($25,664 → $59,571), with 2024 option grant value of $13,036; no 2023 option award due to mid-year appointment timing .