Jack Kenny
About Jack Kenny
John Patrick (“Jack”) Kenny, age 56, is an independent director at Quantum‑Si (QSI) and has served on the board since May 2023. He brings 30+ years of operational and commercial leadership, including CEO of Meridian Bioscience (2017–2023) and senior roles at Siemens Healthcare, Becton Dickinson, Danaher, and Quest Diagnostics; he holds a B.S. in management systems from Kettering University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Meridian Bioscience, Inc. | CEO and Director | Oct 2017 – Jun 2023 | Led a publicly traded diagnostics company through growth initiatives |
| Siemens Healthcare | SVP & GM, North America | Oct 2014 – May 2017 | Commercial leadership across healthcare portfolio |
| Becton Dickinson, Diagnostic Systems | VP & GM, U.S. Region | 2012 – 2014 | U.S. diagnostics P&L leadership |
| Danaher Corporation | Executive roles | Pre‑2012 | Diagnostics/tools operating roles |
| Quest Diagnostics | Executive roles | Pre‑2012 | Commercial/operations roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Biomerica, Inc. | Director | Since Aug 2023 | Public company directorship in medical devices |
| Meridian Bioscience, Inc. | CEO and Director | Oct 2017 – Jun 2023 | Prior public company board role concurrent with CEO position |
Board Governance
- Independence: The board determined Kenny is independent under SEC and Nasdaq rules .
- Committees: Chair, Nominating & Corporate Governance; Member, Compensation. The nominating committee currently comprises Kenny (chair), Amir Jafri, and Kevin Rakin, with Paula Dowdy expected to replace Rakin after the 2025 annual meeting; the compensation committee comprises Ruth Fattori (chair), Amir Jafri, and Kenny, with Dowdy expected to join post‑meeting .
- Attendance: In FY2024 the board met 5 times and committees met 14 times; no director attended fewer than 75% of meetings of the board and assigned committees .
- Controlled company: QSI is a Nasdaq “controlled company” due to Dr. Rothberg’s majority voting control, though QSI opts to maintain a majority‑independent board and independent compensation committee .
Fixed Compensation
| Year | Fees Earned (Cash) | Committee/Chair Fees (Included) | Total Cash | Source |
|---|---|---|---|---|
| 2024 | $67,500 | Included in fees | $67,500 | |
| Policy (current) | Annual director retainer: $50,000 | Chair/members: Audit chair $20,000; Audit member $10,000; Comp chair $15,000; Comp member $7,500; Nominating chair $10,000; Nominating member $5,000 | Cash amounts per role |
Performance Compensation
| Grant Date | Instrument | Quantity | Fair Value | Vesting Terms | Source |
|---|---|---|---|---|---|
| May 16, 2024 | Stock options | 113,281 | $145,000 | Vests at the end of the period beginning on grant and ending at next regular annual meeting (time‑based) | |
| May 22, 2023 | RSUs (initial director grant) | 114,285 | $199,999 | Vests in equal annual installments over 3 years (time‑based) | |
| May 19, 2025 (reported) | Stock options (annual director grant) | — | — | “Shares underlying this option vest on the date of the Issuer’s next regular annual stockholders meeting” |
Director equity at QSI is primarily time‑vested (not performance‑metric based): initial RSUs upon appointment ($285k policy value) and annual options ($145k value) per policy .
Other Directorships & Interlocks
| Company | Relationship to QSI | Potential Interlock/Conflict |
|---|---|---|
| Biomerica, Inc. (Director) | No disclosed transactions with QSI | None disclosed in proxies |
| Meridian Bioscience, Inc. (Former CEO/Director) | No disclosed transactions with QSI | None disclosed in proxies |
Expertise & Qualifications
- CEO‑level operating experience, diagnostics industry depth, and commercial leadership across large medtech companies (Siemens, BD) .
- Governance credentials evidenced by committee leadership (chair, nominating) and compensation committee service .
Equity Ownership
| As of | Class A Shares Owned | % of Shares Outstanding | Options Held | RSUs Held | Notes |
|---|---|---|---|---|---|
| Mar 3, 2025 | 38,095 | <1% (asterisked in filing) | — | — | Beneficial ownership per 2025 proxy |
| Dec 31, 2024 | — | — | 113,281 | 76,190 | Aggregate awards held at FY‑end 2024 |
- Anti‑hedging/pledging: QSI’s insider trading policy generally prohibits hedging and pledging by directors .
Insider Trades
| Filing Date | Transaction Date | Form | Type | Vesting/Terms | Source |
|---|---|---|---|---|---|
| May 21, 2025 | May 19, 2025 | Form 4 | Option grant (annual director grant) | “Vests on the date of the Issuer’s next regular annual stockholders meeting” |
Governance Assessment
- Strengths: Kenny is independent and chairs the Nominating & Corporate Governance Committee while serving on the Compensation Committee—positions central to board effectiveness and director selection . Attendance metrics indicate consistent engagement, with no director below 75% in FY2024 .
- Compensation oversight: The compensation committee (including Kenny) retained independent consultant Aon (AON); independence affirmed under SEC/Nasdaq factors .
- Alignment: Director equity is time‑based and recurring (initial RSUs; annual options), supporting long‑term alignment; anti‑hedging/pledging policy reduces misalignment risk .
RED FLAGS
- Controlled company risk: Dr. Rothberg controls a majority of voting power via Class B shares; while QSI maintains independence structures, minority investor influence is structurally limited until a Class B sunset (approved to convert by June 10, 2028) .
- Related‑party exposure: Multiple arrangements with Rothberg‑affiliated entities (historical leases, services under MSA with 4Catalyzer, technology/license agreements and collaborations) indicate ongoing conflict‑management needs for the board and its committees .
- Pay structure signals: The compensation committee approved amendments reducing price hurdles on executive performance option awards in 2024; while not director pay, it is a committee oversight signal that merits monitoring for pay‑for‑performance rigor .
Notes on Committee Structure Changes
- Post‑2025 annual meeting plan: Scott Mendel expected to become Audit chair; Kevin Rakin to replace Fattori on Audit; Paula Dowdy expected to join Compensation and replace Rakin on Nominating .