Nachum Shamir
About Nachum Shamir
Nachum Shamir, age 70, is a Class II independent director at Stereotaxis (STXS), appointed in July 2024. He previously served as Chairman and CEO of Luminex (2014–2021) and President/CEO of Given Imaging (2006–2014), with earlier senior roles at Eastman Kodak and Scitex. He holds a B.S. from the Hebrew University of Jerusalem and an MPA from Harvard University, bringing deep medtech commercial scaling and M&A expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Luminex Corporation | Chairman & CEO | 2014–2021 | Led company through sale to DiaSorin for $1.8B, demonstrating strategic M&A execution |
| Given Imaging | President & CEO | 2006–2014 | Led sale to Covidien for $1B, scaling commercial operations |
| Eastman Kodak | Corporate VP; President, Transaction & Industrial Solutions Group | Not disclosed (post-2004) | Senior operational leadership in global technology businesses |
| Scitex Corporation | President & CEO; other executive positions | Up to acquisition in 2004 | Executive leadership prior to acquisition by Eastman Kodak |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Mediwound | Chairman | Public | Enzymatic therapeutics for burn and wound-care; current chair role |
| SSI Diagnostica | Chairman | Private | Diagnostics company; private-equity owned |
Board Governance
- Committee assignments (as of FY2024 year-end): Audit Committee member; no chair roles .
- Independence: Board determined all directors other than David L. Fischel and Dr. Nathan Fischel were independent in 2024; Shamir is independent .
- Attendance: Board met six times in 2024; all incumbent directors attended 100% of Board and committee meetings during their service period .
- Audit Committee oversight: Financial reporting, internal controls, compliance, and risk oversight; Ross Levin identified as audit committee financial expert in April 2024 .
- Lead Independent Director: David W. Benfer; independent directors hold regular executive sessions .
Committee Membership Snapshot (FY2024)
| Committee | Members |
|---|---|
| Audit | Ross B. Levin (Chair), David W. Benfer, Nachum Shamir |
| Compensation | Arun S. Menawat (Chair), Myriam Curet, David W. Benfer |
| Nominating & Corporate Governance | David W. Benfer (Chair), Myriam Curet, Ross B. Levin |
Fixed Compensation
- Non-employee director program: Annual RSUs of $200,000, paid in two semiannual $100,000 installments (January and July), with director-elected vesting choice: immediate vest at grant, or vest upon earliest of five years from grant, board service termination, or change of control .
- Cash retainers/fees: None disclosed; “Fees Earned or Paid in Cash ($)” shown as “-” for directors .
2024 Director Compensation (Shamir)
| Year | Cash ($) | Stock Awards ($) | Option Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | - | 90,761 | - | - | 90,761 |
Footnote: None of Shamir’s RSUs were issued as of December 31, 2024; the amount reflects partial-year compensation following his July 18, 2024 appointment .
Performance Compensation
- No performance-based metrics disclosed for director compensation; equity awards are RSUs under the non-employee director program with director-selected vesting schedules, not tied to financial/ESG metrics .
Other Directorships & Interlocks
| Company | Role | Committee Positions |
|---|---|---|
| Mediwound | Chairman | Not disclosed |
| SSI Diagnostica | Chairman | Not disclosed |
No related-party transactions involving Shamir are disclosed in the “Certain Relationships and Related Party Transactions” section .
Expertise & Qualifications
- Medtech leadership and M&A: Led Luminex (sale $1.8B) and Given Imaging (sale $1B); extensive experience scaling global commercial and high-technology device operations .
- Education: B.S. from Hebrew University of Jerusalem; MPA from Harvard University .
- Board-relevant skills: Strategic M&A, global commercialization, diagnostics and medical device operating expertise .
Equity Ownership
| As of Date | Shares Beneficially Owned | % of Common Shares Outstanding | Notes |
|---|---|---|---|
| March 17, 2025 | - (less than 1%) | * | Asterisk denotes <1% ownership |
| Dec 31, 2024 RSUs Outstanding | 0 (none issued as of year-end) | N/A | 2024 stock award value shown above; issuance timing follows program rules |
Governance Assessment
- Strengths: Independent director with substantial medtech CEO experience and successful M&A exits; Audit Committee membership supports financial oversight; 100% attendance during service period; presence of lead independent director and regular executive sessions enhance board effectiveness .
- Alignment: STXS director pay is entirely equity via RSUs, which can create alignment with shareholder value; program allows directors to elect vesting approach (immediate or long-duration/termination/CoC) .
- Conflicts/related-party: No related-party transactions disclosed involving Shamir; Board/Audit Committee reviews and pre-approves related-party transactions, with conflict policies in place .
RED FLAGS
- Low personal ownership: Shamir’s beneficial ownership is less than 1%, and no RSUs were issued to him as of Dec 31, 2024; this may signal limited “skin-in-the-game” until grants fully issue/vest .
- Vesting flexibility: The director program’s option for immediate vesting of RSUs could reduce long-term holding incentives depending on individual elections (company-wide policy) .