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Patrick NJ Schnegelsberg

Patrick NJ Schnegelsberg

Chief Executive Officer at Picard Medical
CEO
Executive
Board

About Patrick NJ Schnegelsberg

Patrick NJ Schnegelsberg (age 61) is Chief Executive Officer and a Director of Picard Medical, Inc. (PMI). He previously served as CEO of Syntach AB (Dec 2022–Jul 2023) and held COO/CEO roles at Occlutech Group (2012–2021), with prior director-level roles on Wall Street; he conducted research at MIT and graduated from Harvard Medical School and Clark University . He joined PMI as CEO on July 5, 2023 . Company performance during 2025 shows revenue of $3.93M for the nine months ended Sept 30, 2025 vs $3.56M in 2024 (+11% YoY) and a net loss of $22.71M vs $12.22M, reflecting higher other expenses tied to convertible note accounting .

Past Roles

OrganizationRoleYearsStrategic impact
Syntach ABChief Executive Officer2022–2023Executive leadership in medtech
Occlutech Group & subsidiariesChief Operating Officer; Chief Executive Officer2012–2021Executive leadership in medtech

External Roles

OrganizationRoleYears
Acorai ABIndependent Chairman, Advisory BoardN/A
Scandinavian Real HeartFormer Board MemberN/A

Fixed Compensation

YearBase Salary ($)Target Bonus (%)Target Bonus ($)Actual Bonus Paid ($)
2024400,000 50% 200,000 0 (none reported for 2024)

Performance Compensation

IncentiveMetric(s)WeightingTargetActual PayoutVesting/Timing
Annual Cash Bonus (2024)Financial and operating performance metrics (not specified) N/A$200,000 $0 (none reported) Annual (2024 performance year)

Equity Awards (Options) – Structure, Sizing, and Vesting

Award TypeGrant DateShares GrantedVesting CommencementCliff/InstallmentsVested (12/31/2024)Vested (3/31/2025)
Stock Options (ISO)2024-06-281,104,871 2023-07-05 25% after 1 year from vesting commencement; then equal monthly over 36 months 391,308 460,362

Notes:

  • Exercise price and expiration date for the 2024 grant were not disclosed in retrieved filings specific to Mr. Schnegelsberg; company-wide options had a weighted average exercise price of $0.66 as of 9/30/2025 .
  • The Amended and Restated 2021 Equity Incentive Plan permits acceleration or other treatment of awards at a Change of Control at the plan administrator’s discretion . The S-1 discloses a specific acceleration construct for “2022 Options”; Mr. Schnegelsberg’s 2024 options are governed by standard plan terms (no separate cash CIC benefit disclosed) .

Equity Ownership & Alignment

ItemDetail
Beneficial ownership (common shares)0 shares; 0.00% as of Sept 26, 2025 (all named directors/executives listed at 0%)
Outstanding option grant1,104,871 options (grant 6/28/2024)
Vested options391,308 as of 12/31/2024 ; 460,362 as of 3/31/2025
Ownership guidelinesNot disclosed in retrieved filings
Pledging/HedgingNot disclosed; plan includes transfer restrictions (Right of First Refusal) and Market Standoff provisions
Lock-up post-IPO6-month lock-up for officers/directors following the Sept 2, 2025 IPO
ClawbackPlan includes recoupment subject to stock exchange/Dodd-Frank requirements

Implication: Near-term insider selling pressure is structurally limited by the 6-month IPO lock-up and plan transfer/market standoff provisions .

Employment Terms

TermDetail
Current role startCEO since July 5, 2023
SeveranceNone disclosed for CEO; filings state NEOs (other than a Teo severance) are not eligible for termination or CIC payments
Change-in-control (cash)None disclosed for CEO; no CIC cash multiple
Equity treatment at CICPlan administrator may assume, substitute, accelerate vesting, lapse repurchase rights, cancel for consideration, or pay spread; treatment may differ by grant
ClawbackAwards subject to clawback per listing/Dodd-Frank
Non-compete / non-solicitNot disclosed
Lock-up6 months post-IPO

Board Governance (Director Service)

AttributeDetail
RoleDirector (also CEO)
Committee membershipsNot disclosed in retrieved filings
IndependenceCompany is a “controlled company” post-IPO (Hunniwell controls ~54.8%); intends to rely on NYSE American controlled-company exemptions
Board service startCEO joined July 5, 2023; director service disclosed without a separate start date
Director compensationNon-employee director compensation policy anticipated post-IPO; amounts not yet determined

Dual-role implications: As a controlled company with a CEO serving on the board, PMI may rely on governance exemptions that reduce independent oversight versus non-controlled peers .

Company Performance Context (during Schnegelsberg’s tenure)

Metric9M 20249M 2025
Revenue ($000s)3,555 3,931
Gross loss ($000s)(248) (615)
Operating loss ($000s)(10,140) (10,254)
Net loss ($000s)(12,217) (22,711)

Notes: 2025 net loss reflects higher “other expense” driven by derivative accounting and debt discount amortization around convertible notes/IPO conversion .

Risk Indicators & Red Flags (for incentive alignment and execution risk)

  • Going concern: Substantial doubt about continuing as a going concern; operations funded via equity/debt; IPO proceeds provide run-way but further capital likely needed .
  • Material weaknesses in ICFR: Lack of segregation of duties, formal review processes, controls over related-party transactions; remediation in progress .
  • Controlled company governance: Reliance on NYSE American controlled company exemptions reduces mandatory independent oversight .
  • Customer concentration: In 9M’25, Customer A represented 49% of revenue; Serbia accounted for 12% of total revenue .
  • Beneficial ownership alignment: Executives reported 0% beneficial ownership as of 9/26/25; equity alignment primarily via options, not common shares .
  • Regulatory/compliance backdrop: EU CE mark withdrawn in 2022; MDR pathway planned; U.S. plan amendments for equity; product field notices disclosed historically .

Compensation Structure Analysis

  • Cash vs equity mix: 2024 reported cash compensation only (no bonus paid); large option grant in 2024 adds long-term equity exposure (four-year vest) .
  • Performance-based pay: Target bonus established at 50% of base with financial/operational metrics but no 2024 payout disclosed; metrics not detailed .
  • Change-in-control protection: No CEO-specific severance or CIC cash multiple disclosed; equity subject to plan-level discretionary treatment, which can be shareholder-friendly if not guaranteed .
  • Clawback and transfer limits: Plan-level clawback, right of first refusal, and market standoff provisions mitigate misconduct risk and short-term selling .

Director Compensation (for governance quality)

  • Non-employee director compensation to be implemented post-IPO; specifics not yet determined .

Say-on-Pay & Shareholder Feedback

  • Not applicable; newly public in September 2025 (limited proxy history; no say-on-pay results disclosed) .

Investment Implications

  • Alignment: Equity grant scale and four-year vesting create long-term exposure; however, executives reported no beneficial ownership of common stock as of 9/26/25, so alignment is largely via options rather than current share ownership .
  • Retention risk: No disclosed CEO severance or CIC cash protections; options vest monthly after a one-year cliff (commenced 7/5/2023), which supports retention through 2027 but leaves limited downside protection in adverse scenarios .
  • Near-term selling pressure: IPO lock-up and plan transfer/market standoff provisions limit insider sales for six months post-IPO, reducing immediate overhang .
  • Execution risk: Going-concern uncertainty, material control weaknesses, and revenue concentration heighten operational risk; regulatory milestones (e.g., MDR CE mark, U.S. indication expansions) are pivotal for value creation .
  • Governance: Controlled company status can limit independent oversight; dual CEO-Director role without disclosed committee structures increases reliance on majority shareholder stewardship .