Avinash N. Amin, M.D.
NeuroneticsAbout Avinash N. Amin, M.D.
Avinash N. Amin, M.D., age 55, was appointed to the Neuronetics (STIM) Board on December 10, 2024 pursuant to Madryn Asset Management’s appointment rights related to the Greenbrook transaction. He is Managing Partner of Madryn Asset Management (since 2017), holds an M.D., M.H.A., and B.A. in classics from Washington University in St. Louis, and is board certified in Internal Medicine. The Board has determined Dr. Amin to be independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Madryn Asset Management, LP | Managing Partner | 2017–present | Leads investments in innovative healthcare; multiple portfolio board roles. |
| Visium Fund Management, LP | Partner; Head of NY office; structured debt/growth equity/royalties | 2014–2017 | Led healthcare investments; structured financing focus. |
| Siguler Guff & Company, LP | Managing Director; Head of healthcare investment strategy | 2009–2014 | Sourced/led royalty monetizations, specialty financings, buyout/growth equity globally. |
| Summit Strategies Group | Head of private equity advisory business | Not disclosed | PE advisory leadership prior to financial services roles. |
| Novactyl, Inc. | Vice President, Chief Clinical Officer | 2000–2005 | Clinical leadership; medical background. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Calibrate Health | Director | Since 2023 | Telemedicine; sustainable weight loss/metabolic health. |
| Willow Innovations | Director | Since Jan 2024 | Breastfeeding solutions; consumer health devices. |
| BioQ Pharma | Director | Since 2023 | Specialty pharma; ready-to-use infusible pharmaceuticals. |
| Madryn Asset Management, LP | Managing Partner | Since 2017 | Sponsor holding ~36.8% of STIM through affiliates; appointment rights used to add Amin and Cucuz to STIM Board. |
No public company directorships were listed for Dr. Amin in the STIM proxy/8-K disclosures; roles disclosed are private company boards.
Board Governance
- Independence: The Board determined all directors other than the CEO (Mr. Sullivan) are independent under Nasdaq rules, including Dr. Amin.
- Committee assignments: As of December 31, 2024, Dr. Amin was not assigned to Audit, Compensation, or Nominating & Corporate Governance committees (blank in committee matrix).
- Board leadership: Independent Chair (Robert A. Cascella); independent directors hold executive sessions.
- Attendance: In 2024 the Board met 16 times; Audit 4; Compensation 6; Nominating 4. Each director attended at least 75% of Board and applicable committee meetings.
| Governance Item | Status | Evidence |
|---|---|---|
| Independence | Independent director | Board determination per Nasdaq rules. |
| Committees | None (as of 12/31/2024) | Committee matrix shows no assignments for Amin. |
| Attendance | ≥75% in 2024 | Company-wide statement for all directors. |
| Chair/Lead | Independent Chair (Cascella) | Board leadership structure disclosure. |
| Executive Sessions | Regularly scheduled in 2024 | Independent directors met in executive sessions. |
Fixed Compensation
- Policy: Non-employee directors not serving due to investor affiliation receive annual cash retainer ($55,000); Chair adds $60,000. Committee fees: Audit chair $20k/member $10k; Compensation chair $15k/member $7.5k; Nominating chair $10k/member $5k. Eligible directors may elect stock in lieu of cash.
- 2024 RSU grants: Eligible directors received 25,000 RSUs (Chair additional 6,250) vesting in full on the earlier of May 30, 2025 or Board-approved separation, subject to continued service; some deferred settlement.
| Component (2024) | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer | $55,000 | For non-employee directors not serving due to investor affiliation. |
| Chair retainer | $60,000 | Additional for Board Chair. |
| Audit Committee | Chair $20,000; Member $10,000 | Paid quarterly; prorated for partial year. |
| Compensation Committee | Chair $15,000; Member $7,500 | Paid quarterly; prorated for partial year. |
| Nominating & Governance | Chair $10,000; Member $5,000 | Paid quarterly; prorated for partial year. |
| RSU – annual | 25,000 RSUs (Chair +6,250) | Vest on earlier of May 30, 2025 or separation; subject to continued service. |
| Dr. Amin – 2024 Director Compensation | Amount (USD) | Detail |
|---|---|---|
| Fees Earned/Paid in Cash | $0 | No cash fees reported for 2024. |
| Restricted Stock Awards (fair value) | $14,250 | Aggregate grant-date fair value per ASC 718. |
| Option Awards | — | None reported. |
| All Other Compensation | — | None reported. |
| Total | $14,250 | 2024 total compensation. |
| Unvested Restricted Common Stock (as of 12/31/2024) | 12,500 shares | Balance at year-end. |
Performance Compensation
- No director performance-based compensation is disclosed; RSU awards for directors are time-based vesting (not tied to operating metrics).
| Metric | Applies to Directors? | Terms/Notes |
|---|---|---|
| Performance RSUs (e.g., cash flow breakeven, cash balance growth) | No | These PRSUs were introduced for NEOs in late 2024/Feb 2025, not for directors. |
| Director RSU vesting | Yes (time-based) | Annual RSUs vest on earlier of May 30, 2025 or approved separation, with continued service. |
Other Directorships & Interlocks
| Entity | Relationship to STIM | Detail |
|---|---|---|
| Madryn Asset Management, LP | 36.8% beneficial owner via affiliates; director appointment rights | Board added Dr. Amin and Mr. Cucuz on Dec 10, 2024 pursuant to Madryn’s rights; Madryn holds ~24,237,061 shares. |
| Calibrate Health | External board | Private health/telemedicine; no disclosed STIM transactions. |
| Willow Innovations | External board | Private consumer health devices; no disclosed STIM transactions. |
| BioQ Pharma | External board | Private specialty pharma; no disclosed STIM transactions. |
Expertise & Qualifications
- Medical and financial expertise: Board-certified physician; senior clinical role at Novactyl; extensive healthcare investing across structured debt, royalties, and equity at Visium, Siguler Guff, and Madryn.
- The Company cites his medical background and financial services experience as qualifications for Board service.
Equity Ownership
| Item | Quantity/Status | As-of Date | Source |
|---|---|---|---|
| Beneficial ownership (common) | 12,500 shares; <1% | Record Date (5:00 p.m. ET) before 2025 meeting | |
| Securities owned post-award | 42,500 shares | After 5/22/2025 award | [Insider Form 4: https://www.sec.gov/Archives/edgar/data/1227636/000095017025077826/0000950170-25-077826-index.htm] |
| Shares transacted (award) | 30,000 shares (Common Stock) | 5/22/2025 | [Insider Form 4: https://www.sec.gov/Archives/edgar/data/1227636/000095017025077826/0000950170-25-077826-index.htm] |
| Initial filing | Form 3 filed | 12/19/2024 | [Insider Form 3: https://www.sec.gov/Archives/edgar/data/1227636/000095017024138544/0000950170-24-138544-index.htm] |
| Ownership guidelines (directors) | Lesser of 55,000 shares or 3x annual cash retainer within 5 years (from Nov 2024 or appointment) | Adopted Nov 2024 | |
| Hedging/pledging | Hedging, options, and margin accounts prohibited | Policy disclosure |
Insider Trades
| Filing Date | Transaction Date | Form | Type | Shares Transacted | Price | Post-Txn Ownership | Direct/Indirect | SEC URL |
|---|---|---|---|---|---|---|---|---|
| 2025-05-27 | 2025-05-22 | 4 | Award (A) | 30,000 | $0.00 | 42,500 | D | |
| 2024-12-19 | 2024-12-10 | 3 | Initial | 0 | $0.00 | 12,500 | D |
Governance Assessment
- Committee coverage and effectiveness: Dr. Amin was not on any standing committees as of year-end 2024, limiting direct oversight roles (Audit/Comp/NCG). Consider near-term committee placement to enhance Board contribution.
- Independence vs. sponsor affiliation: Despite being Managing Partner of a 36.8% holder (Madryn), the Board determined he is independent; however, sponsor appointment rights and concentrated ownership are a governance sensitivity requiring vigilant conflict management (NCG oversight, Audit pre-clearance of related party matters).
- Attendance and engagement: Company-wide disclosure indicates all directors met the ≥75% threshold; Board met frequently (16 times), suggesting active governance cadence.
- Compensation alignment: 2024 compensation for Dr. Amin was equity-only ($14,250 RSUs) with no cash fees, consistent with investor-affiliated director treatment; director ownership guidelines set a five-year path to 55,000 shares or 3x cash retainer. As of May 22, 2025, he held 42,500 shares post-award, trending toward guideline levels. [Insider Form 4: https://www.sec.gov/Archives/edgar/data/1227636/000095017025077826/0000950170-25-077826-index.htm]
- Conflicts and related-party exposure: Related Person Transactions Policy requires Audit Committee review and pre-approval; 2025 proxy disclosed employee family relationships for CEO and CFO with Audit Committee pre-approval, but no transactions involving Madryn/Amin beyond indemnification agreements and appointment rights. Red flag: sponsor influence via two Board seats (Amin and Cucuz). Mitigations: independence determination; formal policy; independent Chair.
- Policies reinforcing alignment: No hedging, options, or margin accounts permitted; new ownership guidelines and NCG oversight of conflicts and compliance reinforce investor alignment.
Additional governance notes: Section 16(a) compliance issues in 2024 involved late Form 4 filings for other directors (Cascella, Muir, Conley, Rosengarten); Dr. Amin was not cited in these lapses.
Recent appointments context: On December 10, 2024, STIM expanded the Board to seven and appointed Dr. Amin and Mr. Cucuz; indemnification agreements were executed on customary terms.
Board-level cadence and oversight: Risk oversight, including cybersecurity, occurs at the Board and committee levels; Audit receives quarterly enterprise risk profiles and reviews KPIs.