Peter O'Rourke
About Peter O’Rourke
Peter O’Rourke, age 76, is Chairman of the Board and an independent director of NorthView Acquisition Corp. (NVAC) since 2021, serving on the Audit, Compensation, and Nominating & Governance Committees . He is Managing Partner at TCI Partners (since Dec 2018) and previously served as Acting Secretary and Chief of Staff at the U.S. Department of Veterans Affairs (2017–2018), with prior service in the U.S. Navy and Air Force; he holds a BA in Political Science (University of Tennessee) and an MS in Logistics & Supply Chain Management (U.S. Air Force Institute of Technology) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Department of Veterans Affairs | Acting Secretary and Chief of Staff | Jan 2017–Dec 2018 | Senior leadership of a large federal department |
| Western Magnesium | President and Director | Nov 2020–Aug 2022 | Led U.S. operations strategy and defense business development |
| TCI Partners | Managing Partner | Dec 2018–present | Consulting focus across healthcare, aerospace, public sector |
| Calibre Systems, Inc. | Principal | May 2015–Jul 2016 | Consulting responsibilities |
| U.S. Navy; U.S. Air Force | Service | Not disclosed | Military logistics and leadership background |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AXIM Biotechnologies | Director | Jul 2020–present | Public company focused on rapid ophthalmic diagnostics |
| Western Magnesium | President & Director | Nov 2020–Aug 2022 | Technology pilot and business development |
Board Governance
- Chair of the Board since inception in 2021; Board composed of a majority of independent directors; all three key committees comprise solely independent directors .
- Committee memberships and structure:
- Audit Committee: Member; Chair is Lauren Chung; all members independent; Audit Committee met 4 times in FY2023; Chung designated “audit committee financial expert” .
- Compensation Committee: Member; Chair is Ed Johnson; all members independent and qualify as “nonemployee” directors under Rule 16b-3 .
- Nominating & Governance Committee: Member; Chair is Lauren Chung; all members independent .
- Attendance: Board held four meetings in FY2023; each incumbent director attended all Board and applicable committee meetings (100% attendance) .
| Governance Element | Detail |
|---|---|
| Independence | Committees are solely independent; Board majority independent |
| Chair Role | Chairman of the Board since 2021 |
| Audit Committee | Member; 4 meetings in FY2023; independent; financial expert designated |
| Compensation Committee | Member; independent; nonemployee status under Rule 16b-3 |
| Nominating & Governance | Member; independent |
| Attendance FY2023 | 100% (Board and committee meetings attended) |
| Hedging/Pledging | Prohibited for directors and officers |
Fixed Compensation
- NVAC discloses no cash compensation paid to directors to date; directors may be reimbursed for out-of-pocket expenses; an affiliate office-support arrangement ($5,000/month) was terminated June 30, 2023 .
| Component | Amount/Terms |
|---|---|
| Annual retainer (cash) | $0 (no cash compensation paid to directors) |
| Committee membership fees | $0 (no cash compensation paid to directors) |
| Committee chair fees | $0 (no cash compensation paid to directors) |
| Meeting fees | $0 (no cash compensation paid to directors) |
| Expense reimbursement | Allowed for out-of-pocket expenses in company service |
| Office/admin arrangement | $5,000 per month to affiliate of one officer; terminated 6/30/2023 |
Performance Compensation
- NVAC indicates no equity or incentive compensation to directors prior to completing its initial business combination .
| Performance Element | Status |
|---|---|
| Stock awards (RSUs/PSUs) | None disclosed for directors |
| Option awards | None disclosed for directors |
| Performance metrics (e.g., EBITDA/TSR) | Not applicable; none disclosed |
| Clawback provisions | Not disclosed |
| Change-of-control terms | Not disclosed |
| Deferred compensation/pension | Not disclosed |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| AXIM Biotechnologies | Director | No direct NVAC transaction disclosed; monitor for future related-party exposure |
| Western Magnesium | Former President & Director | Prior role; no NVAC transaction disclosed |
Expertise & Qualifications
- Education: BA Political Science (University of Tennessee); MS Logistics & Supply Chain Management (USAF Institute of Technology) .
- Domain expertise: Government leadership (VA), supply chain/logistics, aerospace/defense, healthcare consulting .
- Board qualifications: Leadership and consulting experience cited by NVAC as rationale for his nomination .
Equity Ownership
- O’Rourke shows no direct beneficial ownership of NVAC common stock on record dates; footnotes indicate each director is a direct or indirect member of NorthView Sponsor I, LLC, disclaiming beneficial ownership except to pecuniary interest . Hedging and pledging of company stock are prohibited .
| Metric | As of Record Date (2024) | As of Record Date (2025) |
|---|---|---|
| Shares outstanding (context) | 6,027,219 | 5,881,269 |
| O’Rourke – Shares beneficially owned | — | — |
| O’Rourke – Ownership % | — | — |
| Sponsor LLC membership (footnote) | Each person is a direct or indirect member; disclaims beneficial ownership except to pecuniary interest | Each person is a direct or indirect member; disclaims beneficial ownership except to pecuniary interest |
| Hedging/Pledging Policy | Hedging and pledging prohibited for directors/officers | Hedging and pledging prohibited for directors/officers |
Governance Assessment
-
Strengths
- Independent committee composition; explicit prohibition of hedging and pledging improves alignment and mitigates risk .
- Full attendance in FY2023 indicates engagement and oversight discipline .
- Audit Committee formal responsibilities cover related-party approvals and auditor independence; presence of an “financial expert” on Audit is positive .
-
Potential Conflicts and RED FLAGS
- Sponsor/insider incentives: NVAC highlights that Sponsor, directors and officers collectively hold 4,743,750 Founder Shares and 450,000 Representative Shares with no redemption rights and that these would expire worthless if no business combination closes—creating strong incentives to extend deadlines and complete a deal, potentially misaligning with public holders during redemptions .
- O’Rourke is a direct or indirect member of the Sponsor LLC per footnotes (disclaims beneficial ownership except to pecuniary interest), which could represent perceived conflicts in votes on extensions, trust amendments, or deal terms .
- Related-party financing from Sponsor: Convertible working capital note ($1.2M, increased to $1.5M; non-interest; convertible to warrants at $1.00 or to shares at $2.22) underscores dependence on Sponsor funding and heightens related-party exposure .
- Trading/listing risk: NVAC securities were suspended and delisted from Nasdaq on Dec 27, 2024; now OTC Pink—materially adverse to liquidity and completion of business combination, and a condition to close with target requires Nasdaq listing, adding execution risk .
- Extension and NTA amendments: Board seeking repeated extensions and potential removal of the $5,000,001 NTA limit increases redemptions risk, penny stock issues, and further misalignment with public stockholders .
-
Signals affecting investor confidence
- 100% attendance and independence on committees support governance quality .
- However, Sponsor-linked incentives and delisting status are material red flags for deal quality and alignment; ongoing reliance on Sponsor loans and amendments to extend life compound governance risk .
Overall, O’Rourke brings senior government and logistics expertise useful for diligence and oversight, but sponsor membership and the SPAC’s current listing/extension posture create conflicts and execution risks that investors should weigh during any vote or trade around NVAC’s milestones .