James Greene
About James Greene
Independent Class I Director at QT Imaging Holdings, Inc. since March 2024; age 71. Founder and Managing Partner of Sky D Ventures; prior senior roles at Cisco (global services/partners), Capgemini, TeleTech, and Abilizer, with expertise in technology leadership, business development, and financial services .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cisco Systems, Inc. | Vice President, Global Advanced Services Organization | Feb 2012–Sep 2013 | Led advanced services; global partner strategy |
| Cisco Systems, Inc. | VP & Global Head, Financial Services Consulting; leader of Strategic Partner Organization | From 2005 (dates not fully specified) | Built FS consulting; strategic partner leadership |
| Capgemini | Managing Director | Not disclosed | Business development leadership |
| TeleTech | Global Head of Financial Services | Not disclosed | Growth initiatives in FS |
| Abilizer | President & CEO (portal technology start-up) | Not disclosed | Led growth at start-up |
| Startup incubator | General Partner (digital platforms) | Nov 2013–Oct 2015 | Early-stage incubation |
External Roles
| Organization | Role | Public/Private | Tenure/Status |
|---|---|---|---|
| Umpqua Bank (Nasdaq: UMPQ) | Director | Public | Current |
| UpHealth, Inc. (OTC Pink: UPHL) | Director | Public | Current |
| Sky D Ventures, LLC | Founder & Managing Partner | Private | Current |
Board Governance
- Independence: Board determined Greene is independent under Nasdaq rules and Rule 10A‑3(b)(1) .
- Classification and tenure: Class I director; term expires at 2025 annual meeting (standing for election to 2028 term) .
- Committee assignments and chair roles (2024):
- Audit Committee member; committee met 4 times in FY2024 .
- Compensation Committee Chair; committee met 1 time .
- Nominating & Corporate Governance Committee member; committee met 1 time .
- Attendance: Each incumbent director attended at least 75% of Board and committee meetings in FY2024; Board met 6 times .
- Executive sessions: Regular sessions without management; chaired by Dr. Avi S. Katz (Chairman) .
Fixed Compensation
| Component (FY2024) | Amount | Details |
|---|---|---|
| Cash fees | $48,048 | $24,226 director cash + $23,822 special committee fees |
| Option award grant-date fair value | $18,920 | 40,000 options at $0.47 fair value per option, granted July 3, 2024 |
| Total | $66,968 | Director compensation for FY2024 |
Performance Compensation
| Equity Award Feature | Detail |
|---|---|
| Grant date | July 3, 2024 |
| Number of options | 40,000 |
| Exercise price | $0.748 per option |
| Grant-date fair value | $0.47 per option |
| Vesting schedule | One-third vests Feb 15, 2025; remaining two-thirds vest quarterly over two years thereafter (time-based) |
| Expiration | Not disclosed for director grant (NEO awards expiring 07/03/2034; director expiration not specified) |
| Performance metrics tied to director equity | None disclosed (time-based vesting) |
Observations: Director pay mixes cash retainers and time-based options; no director-specific performance metrics disclosed, which is typical for small-cap EGC structures .
Other Directorships & Interlocks
- Current public-company boards: Umpqua Bank (UMPQ) and UpHealth (UPHL) .
- Potential interlocks: QT Imaging executives/chair (Drs. Dinu and Katz) previously led GigCapital entities that combined into UpHealth; Dr. Katz served as Co‑Chairman/Chairman of UpHealth post‑combination, indicating historical and possibly ongoing network ties that may influence information flow (not necessarily a related‑party transaction) .
Expertise & Qualifications
- Technology leadership and global services/partners at Cisco; financial services consulting; growth at venture/start-up contexts .
- Board rationale: Leadership experience with technology companies; business development and finance experience .
Equity Ownership
| Item | Amount/Detail |
|---|---|
| Total beneficial ownership | 1,182,414 shares; 4.0% of outstanding |
| Shares outstanding reference | 28,710,144 shares as of July 16, 2025 |
| Options exercisable within 60 days | 126,250 shares |
| Warrants (Sky D Ventures) | 428,082 warrants exercisable within 60 days held by Sky D Ventures (beneficially owned by Greene) |
| Shares held via Sky D Ventures | 200,000 shares (plus warrants above); Greene is Managing Member with sole voting/dispositive power |
| Pledging/hedging | Not disclosed; insider trading policy adopted |
Governance Assessment
- Board effectiveness: Greene chairs Compensation Committee and serves on Audit and Nominating, positioning him at key oversight points (pay, financial reporting, director nominations). Committee charters permit retention of independent advisers, strengthening governance process .
- Independence and attendance: Determined independent; attended at least 75% of meetings; positive engagement signal for a newly public, classified board .
- Ownership alignment: Meaningful stake (4.0%), options, and warrants (including through Sky D Ventures) align interests with shareholders; no pledging disclosed .
- Related-party/conflicts: No Greene-specific related-party transactions disclosed. Historical ties between QT executives and UpHealth create a potential information-flow interlock; mitigated by formal Audit Committee oversight of related transactions and Greene’s independence designation .
- Compliance signals: Minor late Section 16 filings around July 2024 option grants due to holiday timing (company‑wide), not indicative of systemic issues; insider trading policy in place .
- Structural considerations: Classified board can delay changes in control; executive sessions chaired by non-CEO chair support independent oversight .
RED FLAGS to monitor
- Interlocks: Greene’s UpHealth directorship alongside historical leadership by Dinu/Katz at UpHealth—monitor for any transactions or strategic overlaps requiring recusal and robust Audit Committee review .
- Concentrated insider ownership/warrants: Significant warrants and options across insiders; ensure dilution and exercise terms remain transparent and shareholder-friendly .
- Classified board entrenchment risk; reverse split authorization highlights listing status sensitivity—observe governance responsiveness to investor feedback .