Marc Kozin
About Marc Kozin
Independent director at UFP Technologies since 2006 (age 63), Kozin is a former President of L.E.K. Consulting (1997–2011) and later Senior Advisor (2011–2018), bringing strategy and life sciences expertise to UFPT’s board . He is designated independent under Nasdaq rules and currently serves on the Compensation and Nominating Committees at UFPT . In March 2024, he joined the board of Chimerix (NASDAQ: CMRX), serving on its Audit and Compensation Committees, and in December 2022 he joined the Board of Healthcare Royalty Holdings after chairing its Strategy Advisory Board since January 2013 . The UFPT board held four meetings in 2024 and each director attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| L.E.K. Consulting | President; Senior Advisor | 1997–2011; 2011–2018 | Led firm; strategy and leadership experience |
| Various public and private boards (e.g., Endocyte, Dyax, Dicerna, Frequency Therapeutics, Flex Pharma, VBL Therapeutics, OvaScience, Crunchtime!, Medical Simulation Corp., Brandwise, Advizex, Lynx Therapeutics, Assurance Medical, Isleworth Healthcare Acquisition Corp.) | Director (various) | Not disclosed | Many ended via M&A or mergers (e.g., Endocyte→Novartis; Dyax→Shire; Dicerna→Novo Nordisk; Frequency→Korro; Flex Pharma→Salarius; VBL→Notable; OvaScience→Millendo) |
External Roles
| Organization | Role | Start | Committees/Notes |
|---|---|---|---|
| Chimerix (NASDAQ: CMRX) | Director | March 2024 | Audit and Compensation Committees |
| Healthcare Royalty Holdings | Director | December 2022 | Previously chaired Strategy Advisory Board since January 2013 |
Board Governance
- Independence: Board determined Kozin is independent under Nasdaq listing standards .
- UFPT Board/Committee service: Compensation Committee member; Nominating Committee member; no chair roles disclosed for him .
- Committee activity levels (2024): Compensation Committee met 5 times; Nominating Committee met once; Audit Committee met 7 times .
- Attendance: Board met 4 times; each director attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting .
- Lead Independent Director: Daniel C. Croteau (since July 2021) .
- Risk oversight and policies: Audit Committee oversees financial risk, ESG, and information security; Compensation Committee oversees compensation-related risks .
Fixed Compensation (Director)
| Component (2024) | Amount |
|---|---|
| Cash fees (retainer + committee membership) | $61,000 |
| Stock awards (RSUs) | $60,000 |
| Option awards | $60,000 |
| Total | $181,000 |
Director program structure (non-employee directors, 2024): $155,000 annual retainer ($55,000 cash + $120,000 equity, split 50% RSUs/50% options), plus cash retainers: Audit member $9,000 (Chair +$20,000), Compensation member $6,000 (Chair +$15,000), Lead Independent Director $25,000; no Nominating Committee fees . Under this schedule, Kozin’s $61,000 cash reflects $55,000 base plus $6,000 Compensation Committee membership; Nominating Committee membership carries no additional cash fee .
Performance Compensation (Director)
| Award | Grant details | Vesting/Terms |
|---|---|---|
| RSUs | 230 RSUs granted June 5, 2024; grant-date value ≈$60,000 at $260.92 per share | RSUs vest May 31, 2025 |
| Stock Options | 493 options granted June 5, 2024 | Exercise price $260.92; exercisable May 31, 2025; 10-year term |
| Performance metrics used for director equity | None (time-based only) | Not performance-conditioned per program disclosure |
Other Directorships & Interlocks
| Company | Public/Private | Role | Committees |
|---|---|---|---|
| Chimerix (NASDAQ: CMRX) | Public | Director | Audit; Compensation |
| Healthcare Royalty Holdings | Private | Director | Transitioned from Strategy Advisory Board chair |
No related-party transactions involving Kozin are disclosed in UFPT’s “Certain Relationships and Related Transactions” section; the only item disclosed pertains to compensation paid to the CEO’s brother as an employee .
Expertise & Qualifications
- Strategic planning and leadership of complex organizations; extensive life sciences and healthcare experience via L.E.K. leadership and numerous biotech/med-tech board roles .
- Independent director with Compensation and Nominating committee experience at UFPT and committee experience at Chimerix (Audit and Compensation) .
- Board-level oversight exposure to compensation design, governance processes, and audit matters through committee service .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Beneficial ownership (UFPT common) | 36,551 shares (<1%) |
| Options exercisable within 60 days of record date | 9,866 shares |
| RSUs vesting within 60 days of record date | 230 shares |
| Shares outstanding (for context) | 7,706,825 (as of April 11, 2025) |
| Approximate ownership % | ~0.47% (36,551 / 7,706,825) |
| Anti-hedging/anti-pledging policy | Company prohibits hedging and pledging by directors and employees |
| Director ownership guideline | 3x annual base cash retainer within 5 years of joining the Board |
Governance Assessment
- Independence and engagement: Independent director with active committee roles (Compensation and Nominating) and board-wide attendance at or above the 75% threshold; board met 4x in 2024; Comp met 5x; Nom met 1x .
- Compensation alignment: Balanced cash/equity mix consistent with UFPT’s program ($61k cash; $60k RSUs; $60k options), with time-based vesting and prohibitions on hedging/pledging supporting alignment with shareholders .
- Ownership: Meaningful beneficial ownership (36,551 shares; ~0.47% of outstanding) including currently exercisable options, indicating skin-in-the-game; director ownership guideline targets 3x cash retainer .
- Committee integrity: Compensation Committee interlocks/insider participation disclosed as none; committee is fully independent, and uses independent consultants (Aon and Pearl Meyer) for benchmarking .
- Shareholder sentiment: Say-on-pay received over 90% approval at the 2024 meeting, a supportive signal for compensation governance under the board’s oversight .
- Conflicts/related-party risks: No related-party transactions disclosed involving Kozin; Audit Committee oversees related-party transaction reviews .
RED FLAGS: None disclosed specific to Kozin (no related-party transactions; compliance and trading policies prohibit hedging/pledging). Long board tenure (since 2006) is noted as a factor some investors monitor when evaluating director independence, but UFPT’s board has formally determined Kozin is independent under Nasdaq standards .