Daniel Wildman
About Daniel G. Wildman
Independent director since November 2022; age 69. Former senior Johnson & Johnson executive (led Digital Surgery Strategy culminating in the Auris Health acquisition) and Worldwide President of Ethicon Biosurgery (2003–2015), later led DePuy Synthes Spine (Aug 2015–Sep 2017). Prior experience includes ~10 years at Boston Scientific; BA in Economics from St. Lawrence University. The Board deems him independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Johnson & Johnson – Digital Surgery Strategy | Leader, Digital Surgery Strategy | Not disclosed; led effort resulting in 2019 Auris Health acquisition | Built integrated robotic surgery strategy; directly led to 2019 Auris acquisition |
| DePuy Synthes Spine (J&J) | Business Lead, overall responsibility for ~$1.8B spine surgery business | Aug 2015–Sep 2017 | Developed and implemented integrated turnaround plan |
| Ethicon Biosurgery (J&J) | Worldwide President | 2003–2015 | Transitioned business to Biosurgery; one of J&J’s fastest-growing units |
| Boston Scientific | Sales, marketing, operations, strategic planning roles | ~10 years | Progressively senior roles across functions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Progenerative Medical, Inc. | Chairman of the Board | Not disclosed | Pre-commercial orthopedic technologies company |
| Nyxoah S.A. | Director | Not disclosed | Board service |
| PanTher Therapeutics, Inc. | Director | Not disclosed | Board service |
Board Governance
- Committee assignments: Chair, Compensation Committee; member and Chair, Compliance Committee (Chair role transitions to James Robinson immediately following the 2025 Annual Meeting) .
- Independence and attendance: Independent under Nasdaq; Board met 8 times in 2024; Compensation 4; Audit 4; Nominating 3; Compliance 4; each member attended ≥75% of meetings .
- Executive sessions: Independent directors met in 5 executive sessions in 2024; Chair of the Board presided .
- Other committees: Audit Committee (Butitta–Chair; Holden; Wen) and Nominating & Corporate Governance Committee (Wen–Chair; Robinson) have no Wildman membership .
Fixed Compensation
| Component | Policy Rate | 2024 Actual (Wildman) |
|---|---|---|
| Board annual cash retainer | $45,000 | $62,391 fees earned/paid in cash |
| Committee membership fee (Comp/Nom/Compliance) | $5,000 per committee member; $15,000 per committee chair | Not broken out; included in cash fees |
| Audit Committee fee | $7,500 member; $20,000 chair | Not applicable (not a member) |
| Meeting fees | None disclosed | None disclosed |
| Chair of Board retainer (benchmark) | $195,000 (Chair only) | Not applicable |
Notes: Shareholders approved raising non‑employee director board cash retainer from $40,000 to $45,000 in Aug 2024; committee fees as indicated above .
Performance Compensation
| Award Type | Grant Date | Quantity | Exercise/Grant Price | Vesting | Term | 2024 Fair Value |
|---|---|---|---|---|---|---|
| Stock Options (annual grant) | 2024-08-06 | 10,000 | $15.16 | Per policy, equal quarterly installments over 4 quarters for annual grants | 10 years from grant | Included in $131,911 2024 option awards (total) |
| Stock Options (annual grant) | 2025-08-26 | 10,000 | $19.50 | Per policy, equal quarterly installments over 4 quarters for annual grants | 10 years from grant | Not disclosed (2025) |
| Restricted Stock Units (annual grant) | 2025-08-26 | 8,000 | $0 (RSUs) | Per policy, equal quarterly installments over 4 quarters for annual grants | N/A | Not disclosed (2025) |
Policy framework for director equity:
- Initial director grant: either 40,000 options OR 20,000 options + 16,000 RSUs; vest quarterly over 12 quarters; exercise price equals closing price on grant; 10‑year term .
- Annual director grant: either 20,000 options OR 10,000 options + 8,000 RSUs; vest quarterly over 4 quarters; exercise price equals closing price on grant .
2024 compensation mix (Wildman): Cash $62,391 vs. option awards $131,911; total $194,302 (equity ~68%, cash ~32%) .
Other Directorships & Interlocks
| Company | Relationship to URGN | Potential Interlock/Conflict |
|---|---|---|
| Progenerative Medical, Inc. | External chair role | No URGN-related transactions disclosed in proxy sections provided |
| Nyxoah S.A. | External director role | No URGN-related transactions disclosed in proxy sections provided |
| PanTher Therapeutics, Inc. | External director role | No URGN-related transactions disclosed in proxy sections provided |
Expertise & Qualifications
- Deep medtech operating experience (biosurgery, spine, digital surgery/robotics strategy) with acquisition execution experience; recognized for strategic vision and ability to execute .
- Independent director per Nasdaq, not an Audit Committee member; Compensation Committee Chair experience, Compliance oversight experience .
Equity Ownership
| Holder | Beneficial Shares | % Outstanding | Notes |
|---|---|---|---|
| Daniel G. Wildman | 38,333 | <1% | Beneficial ownership as of June 30, 2025; includes shares issuable within 60 days per SEC rules |
| Options outstanding (12/31/2024) | 25,833 | N/A | Aggregate options outstanding beneficially owned as of year end |
| Options granted under 2017 Plan (lifetime through 6/30/2025) | 40,000 | N/A | Cumulative option awards granted under plan (may include non‑outstanding) |
Hedging/pledging: Insider Trading Policy prohibits short sales, options, and hedging transactions; margin accounts are prohibited, mitigating alignment risks .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Security | Quantity | Price | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|---|---|
| 2025-08-27 | 2025-08-26 | A (Award) | Stock Option (right to buy) | 10,000 | $19.50 | 10,000 | |
| 2025-08-27 | 2025-08-26 | A (Award) | Restricted Stock Unit | 8,000 | $0 | 8,000 | |
| 2024-08-08 | 2024-08-06 | A (Award) | Stock Option (right to buy) | 10,000 | $15.16 | 10,000 |
Governance Assessment
- Board effectiveness: As Compensation Committee Chair, Wildman influences executive and director pay policy; 2025 proxy seeks shareholder approval to increase maximum initial equity grants for officers, signaling an equity-heavy incentive framework and potential pay inflation for new hires—requires monitoring for alignment with performance outcomes .
- Independence and engagement: Independent under Nasdaq; attended ≥75% of Board/committee meetings; participates in executive sessions—acceptable engagement standards that support investor confidence .
- Alignment: Director compensation skewed toward equity (~68% of 2024 total), with ongoing annual option/RSU grants and anti‑hedging policy—positive alignment, though overall personal ownership is <1% of shares outstanding .
- Conflicts/related‑party: No family relationships and no related‑party transactions disclosed in provided proxy sections; multiple external medtech board roles introduce potential informational interlocks, but independence is reaffirmed by the Board .
- RED FLAGS: None evident from proxy and Form 4 excerpts—no pledging permitted per policy, no attendance issues, no disclosed related‑party transactions, no option repricings noted in provided materials .
Overall, governance signals are neutral‑to‑positive: independent leadership on compensation and compliance, strong operating pedigree, equity‑weighted pay with hedging restrictions. Areas to watch include future compensation policy changes and the balance of external board commitments versus URGN oversight load .