Eric D. Major
About Eric D. Major
Independent director (first elected 2023), age 55, with 30+ years in medtech as entrepreneur, CEO, chairman, investor, and public-company operator. Current Executive Chairman of Highridge Medical; former President of Stryker Spine (2018–2021) via Stryker’s $1.4B acquisition of K2M, which he founded and took public in 2014; prior founder of American OsteoMedix (sold to Interpore Cross in 2001) . The Board determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| K2M | Founder; Chairman, President & CEO; led IPO | Founded 2004; IPO 2014; acquired by Stryker 2018 | Built 100+ products with 750 patents; operated in 40+ countries; 14 straight years of revenue growth |
| Stryker Spine | President | 2018–2021 | Led global strategy and integration post-K2M acquisition; delivered top and bottom-line growth |
| American OsteoMedix | Founder | 1998–2001 | Built and sold to Interpore Cross |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Highridge Medical | Executive Chairman | Current | Spinal device market focus |
| Medical Device Manufacturers Association (MDMA) | Board member | Prior/ongoing industry involvement | Industry association role |
| AdvaMed CEO Advisory Council | Member | Prior/ongoing industry involvement | Advisory role in medtech policy/industry |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Corporate Governance Committee member; Corporate Development Committee member; not a chair .
- Independence: Board determined Major is independent under Nasdaq rules .
- Attendance and engagement: In 2024, Board held 4 meetings; each director attended at least 75% of Board and committee meetings of which they were members; all eight directors attended the 2024 annual meeting . Committee activity volumes: Compensation (6 meetings), Nominating & Corporate Governance (6), Corporate Development (4) .
- Lead independent director: Company does not have one and does not plan to establish one in the foreseeable future .
Fixed Compensation
| Component | Terms | 2024 Major-Specific Detail |
|---|---|---|
| Annual Board retainer | $90,000, payable in restricted stock | Part of 3,440-share grant intended value $105,000 (vesting 6/12/2025) |
| Committee membership fees | Audit member $10,000; Compensation member $5,000; Nominating & Corporate Governance member $5,000; Corporate Development member $5,000 (all payable in restricted stock) | Major was a member (Comp, N&CG, Corporate Dev), aligning to intended $105,000 total award for 2024 |
| Committee chair fees | Audit $20,000; Compensation $10,000; N&CG $10,000; Corporate Development $10,000 | Not applicable (Major not a chair) |
| Meeting fees | None disclosed | None |
| Cash for non-employee directors | None (Executive Chairman cash removed after CEO appointment) | None; “Fees earned or paid in cash ($): –” for Major in 2024 |
| Travel reimbursement | Reasonable expenses reimbursed | Policy-level disclosure |
Director equity grant details (2024):
- Restricted stock: 3,440 shares to Major; intended value $105,000; grant on 6/12/2024; vests 6/12/2025 .
- ASC 718 grant-date fair value reported in compensation table: $107,569 for Major (reflects stock price at grant date) .
Performance Compensation
- No performance-based metrics tied to non-employee director compensation disclosed; director grants vest time-based over the service term .
- Company’s 2024 Omnibus Plan permits performance awards; potential performance criteria include cash flow, revenue, EBITDA, EPS, TSR, stock price, ROA/ROE, market share, sales growth, capex, and M&A accomplishments; these are plan-level criteria and not applied to Major’s director retainer grant .
| Performance Award Eligibility (Plan-Level) | Metrics (examples) | Applied to Major’s 2024 Director Grant |
|---|---|---|
| 2024 Omnibus LTIP allows performance awards to eligible participants | Cash flow; revenues; EBITDA; EPS; TSR; stock price; ROA/ROE; market share; sales growth; capex; M&A completion; etc. | Not disclosed as applicable; Major’s 2024 director grant is time-based restricted stock |
Other Directorships & Interlocks
| Entity | Type | Relationship | Potential Interlock/Conflict |
|---|---|---|---|
| Highridge Medical | Private company | Executive Chairman | No related-party transactions with SMTI disclosed |
| Industry associations (MDMA; AdvaMed CEO Advisory Council) | Non-profit/industry | Member/Board | No conflicts disclosed |
- Related-party transactions disclosed involve Catalyst/CGI Cellerate RX and Rochal (linked chiefly to Ronald T. Nixon and Ann B. Salamone); none are attributed to Major .
Expertise & Qualifications
- Capital formation and M&A: Raised >$1.0B and led >$2.0B in acquisitions; led integration at Stryker Spine .
- Product/IP creation: Built portfolio >100 products with 750 patents at K2M; global operations in 40+ countries .
- Public company leadership: Founded, scaled, and took K2M public; senior leadership at Stryker Spine .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Vested vs Unvested Detail |
|---|---|---|---|
| Eric D. Major | 6,109 | Less than 1% | Includes 3,440 unvested restricted shares vesting 6/12/2025; implied other/vested = 2,669 shares (6,109 – 3,440) |
- Pledging/hedging: Company insider trading policy prohibits hedging and pledging without prior approval of CEO and CFO; no pledges by Major are disclosed .
Governance Assessment
- Committee impact and independence: Major serves on key governance committees (Compensation; Nominating & Corporate Governance; Corporate Development) and is Board-designated independent, supporting Board effectiveness and oversight rigor .
- Attendance/engagement: The Board and committees were active in 2024; each director (including Major) met at least the 75% attendance threshold, and all directors attended the 2024 annual meeting—favorable for investor confidence .
- Alignment via equity: Non-employee director pay is entirely equity-based restricted stock with time-based vesting; Major’s 2024 grant aligns incentives with shareholder outcomes without guaranteed cash—positive alignment signal .
- Conflicts/red flags: No related-party transactions involving Major disclosed; broader related-party ties with Nixon/Salamone are overseen by the Audit Committee (explicit mandate to review/approve related-party transactions), mitigating conflict risk .
- Structural caveat: Absence of a lead independent director could be viewed as a governance weakness for some investors, though the majority-independent Board and active committees partially offset this concern .