Asaf Danziger
NovoCureAbout Asaf Danziger
Asaf Danziger (age 58) serves on Novocure’s Board and is currently Senior Advisor to the Chief Executive Officer (since January 1, 2025); he was Novocure’s Chief Executive Officer from 2002 to 2024 and has served as a director since 2012 . He holds a B.Sc. in Materials Engineering from Ben Gurion University of the Negev and previously was CEO of Cybro Medical (1998–2002), bringing deep operating experience in medical devices and oncology .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Novocure | Chief Executive Officer | 2002–2024 | Led global commercialization of TTFields; extensive company/industry knowledge noted by Board |
| Novocure | Senior Advisor to the CEO | Jan 1, 2025–present | Fixed-term advisory role; supports CEO transition |
| Cybro Medical (subsidiary of Imagyn Medical Technologies) | Chief Executive Officer | 1998–2002 | Medical products leadership prior to Novocure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | — | — | Novocure discloses “Other Public Company Directorships: None” |
Board Governance
- Independence: Not independent; employed by Novocure as Senior Advisor and former CEO .
- Committee memberships: None; Danziger is not listed on Audit, Compensation, or Nominating & Corporate Governance .
- Years on Board: 13 years (Director since 2012) .
- Attendance: Directors attended 98% of Board and committee meetings in 2024 (6 Board meetings; 17 standing committee meetings) .
- Board leadership: Executive Chairman (William Doyle) and separate CEO (Ashley Cordova), with a strong Lead Independent Director (William Vernon) .
- Executive sessions: Independent directors hold executive sessions at each regularly scheduled Board and committee meeting .
Fixed Compensation
| Component (FY2024 unless noted) | Detail | Value |
|---|---|---|
| Base salary (policy currency) | Set at $700,000 (translated and paid in NIS) | $700,000 |
| Salary reported (USD) | Currency translation effect; paid in NIS then translated | $763,782 |
| Director fees | Messrs. Danziger and Doyle do not receive Board compensation | $0 |
| All other compensation (USD) | Company contributions to benefits and vacation payout | $266,968 |
| Benefits breakdown | Company contribution to benefits (Managers Insurance, education fund, statutory items) | $185,484 |
| Vacation payout | Accrued unused vacation cashed out (28 days) | $81,484 |
Performance Compensation
| Item | Metric/Terms | Result |
|---|---|---|
| Target bonus (as % of base) | CEO target 75% | 75% |
| 2024 payout determination | Corporate achievement 90% and individual performance 100% | 90%/100% |
| Actual bonus paid (USD) | Bonus paid on or before Apr 4, 2025 | $508,338 |
| Stock awards (2024) | RSUs/PSUs granted to other NEOs; none to Danziger in 2024 | $0 |
| Option awards (2024) | None in 2024 | $0 |
| 2020 PSUs (CEO award) | Long-term PSUs tied to clinical/FDA/TSR; forfeited due to retirement (service requirement not met) | Forfeited |
2024 Annual Incentive Performance Metrics and Outcomes
| Metric | Weight | 50% Target | 100% Target | 200% Target | Actual Outcome | Score | Weighted Score |
|---|---|---|---|---|---|---|---|
| New GBM Patient Starts | 30% | 4,440 | 4,700 | 5,000 | 4,546 | 97% | 29% |
| New Lung Patient Starts | 15% | 75 | 220 | 365 | <25 | —% | —% |
| Reimbursement Pathway | 15% | NCCN request submitted | NCCN guidelines established | NCCN incl. docetaxel | Request submitted | 50% | 8% |
| Clinical Trial Milestones | 20% | METIS topline + PANOVA DB lock | + above-budget enrollment for ≥3/5 trials (incl. LUNAR-2) | + above-budget enrollment for all 5 trials | METIS topline + PANOVA DB lock | 50% | 10% |
| Flex Torso Array Design | 10% | Materials decided | Final design + COGS in budget | V&V testing phase | Final design + COGS in budget | 100% | 10% |
| Adjusted EBITDA | 10% | ≥($105M) | ≥($90M) | ≥($90M) + low-cost array readiness | $0.8M | 180% | 18% |
| Modifier Adjustment | — | — | — | — | — | — | +15% |
| Cumulative Achievement | — | — | — | — | — | — | 90% |
Other Directorships & Interlocks
- Other public company directorships: None disclosed for Danziger .
- Compensation Committee interlocks: None disclosed for any directors in 2024 .
Expertise & Qualifications
- Education: B.Sc. Materials Engineering, Ben Gurion University .
- Industry/operating expertise: 20+ years leading medical device oncology company; prior medical products CEO .
Equity Ownership
| Ownership Detail | Amount |
|---|---|
| Ordinary Shares (direct) | 15,640 |
| Unvested RSUs (time-based) | 400,000 |
| Options exercisable within 60 days | 411,241 |
| Total beneficial ownership | 826,881 |
| Ownership % of outstanding | <1% |
| Hedging/pledging status | Company policy prohibits hedging and pledging by directors/officers/employees |
Employment & Contracts
| Term/Provision | Detail |
|---|---|
| Role/Term | Senior Advisor to CEO; fixed term to Dec 31, 2026 |
| Israel Managers Insurance contributions | Company contributes 8.33% (severance), 6.5% (pension), up to 2.5% (disability); employee contributes 6% |
| Change-in-control severance | If Qualifying Termination within 12 months of change in control: lump sum equal to positive difference between 200% of base salary payable through End Date and “Contributed Policy Value”; immediate vesting of options/other awards (excluding PSUs) granted after agreement effective date |
| Restrictive covenants | Confidentiality/non-disparagement (perpetual); non-compete and non-solicit for 12 months post-employment |
| Clawback policy | Recovery of incentive compensation after accounting restatements; awards subject to recovery for “Detrimental Activity” within one year of vesting/exercise |
Governance Assessment
-
Strengths:
- Deep company/industry knowledge and long operating history; aids continuity in CEO transition .
- Robust governance policies: clawback, anti-hedging/anti-pledging, executive/share ownership guidelines; high 2024 say‑on‑pay support (98.2%) .
- No related‑party transactions >$120k since Jan 1, 2024; timely Section 16 filings .
-
Concerns/RED FLAGS:
- Not independent; ongoing employment as Senior Advisor while serving on the Board (potential management influence over Board deliberations) .
- No committee memberships, reducing formal oversight roles typically associated with director effectiveness .
- Executive equity award structure: 2020 PSUs tied to FDA/TSR forfeited due to retirement, eliminating some long-term performance alignment; monitor future advisory-linked equity grants for alignment and vesting triggers .
-
Signals for investors:
- Director compensation: Danziger does not receive Board fees; compensation is through employment, with a bonus tied to multi-metric corporate scorecard (90% achievement for 2024), showing structured pay-for-performance linkage .
- Board/committee engagement remains high (98% attendance; executive sessions each meeting) .
Overall, Danziger’s extensive operating background is a governance asset during leadership transition, but his non‑independent status and lack of committee roles warrant continued monitoring to ensure robust checks and independent oversight are maintained .