Abraham Ludomirski
VISHAY INTERTECHNOLOGYAbout Abraham Ludomirski
Abraham Ludomirski (age 73) is an independent director of Vishay Intertechnology, serving since 2003, and is the founder and managing director of Vitalife Fund, a venture capital firm focused on high‑tech medical devices . He holds an M.D. from Sackler Tel‑Aviv University Medical School (OBGYN) and completed a maternal‑fetal medicine fellowship at the University of Pennsylvania, bringing medical technology investing expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Recro Pharma, Inc. | Director (prior) | Not disclosed | Life sciences governance experience |
| DIR Technologies | Director (prior) | Not disclosed | Technology oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vitalife Fund | Founder & Managing Director | >5 years | VC investing in electronic medical devices |
| POCARED Diagnostics Ltd. | Director | Current | Medical diagnostics |
| Newpace Ltd. | Director | Current | Cardiac tech |
| Sensible Medical Innovations Ltd. | Director | Current | Medtech monitoring |
| Trig Medical | Director | Current | Medtech |
| ENDOSPAN Ltd. | Chairman of the Board | Current | Vascular devices |
| Endoran | Chairman of the Board | Current | Medtech |
| Illumigyn | CEO | Current | Medical imaging |
Board Governance
- Independence: The Board affirmatively concluded that Dr. Ludomirski is independent under NYSE standards; all Audit, Nominating & Corporate Governance (NCG), and Compensation committees are composed entirely of independent directors .
- Committee roles: Chairman of the Nominating & Corporate Governance Committee; member of the Compensation Committee .
- Attendance: In 2024, each director attended at least 75% of the aggregate Board and applicable committee meetings; the Board met eight times and independent directors held regular executive sessions .
- Committee activity levels (2024): Audit (9), NCG (4), Compensation (6); Executive Committee held one formal meeting (most Equity Award Committee actions by unanimous written consent) .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Nominating & Corporate Governance | Chair | 4 |
| Compensation | Member | 6 |
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $70,000 | Paid semi‑annually |
| NCG Committee chair fee | $15,000 | Chair premium |
| Compensation Committee member fee | $10,000 | Member premium |
| Total 2024 cash fees | $95,000 | As reported for Ludomirski |
Performance Compensation
| Element | Detail |
|---|---|
| Annual equity grant (RSUs) | “Incentive value” $180,000 divided by prior year’s closing price; granted on first trading day of the year |
| 2024 grant accounting fair value | $168,202 (grant‑date fair value under ASC 718) |
| Vesting | Cliff vest in 3 years or ratably upon earlier cessation of service (other than for cause) |
| Change‑in‑control | Vesting accelerates upon a change‑in‑control |
| Performance metrics | None disclosed for director RSUs; awards are time‑based |
Other Directorships & Interlocks
- Current and prior directorships listed above are primarily in medtech; no specific supplier/customer interlocks with Vishay disclosed in the proxy sections reviewed. The NCG Committee (chaired by Ludomirski) administers the Related Party Transactions Policy, providing oversight of potential conflicts .
Expertise & Qualifications
- Medical technology and venture capital expertise; leadership roles across multiple medtech boards and funds .
- Medical training (MD, OBGYN; fellowship in maternal‑fetal medicine), contributing to innovation and technology assessment skill sets .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Common shares beneficially owned | 52,968 | As of March 24, 2025 record date; <1% of class |
| RSUs outstanding (aggregate) | 24,084 | As of Dec 31, 2024 |
| Ownership guideline | 5× annual cash retainer; measured each January | |
| Compliance status (Jan 2, 2025) | Compliant | Director stock ownership guidelines |
Governance Assessment
- Positives:
- Independent director chairing the NCG Committee, which oversees governance principles, board evaluations, succession planning, and the Related Party Transactions Policy—signals strong governance stewardship .
- Member of the Compensation Committee and signatory to the Committee’s report; broad exposure to pay governance and incentive structures .
- Meets director stock ownership guidelines, aligning interests with shareholders; RSUs vest over three years, reinforcing longer‑term alignment .
- Board held eight meetings in 2024 with regular executive sessions; directors met minimum attendance thresholds, supporting engagement .
- Watch‑outs and context:
- Dual‑class structure with concentrated Class B voting power among controlling shareholders (e.g., Ruta Zandman 44.4% voting power; Marc/Ziv Shoshani also hold substantial Class B), which can limit minority investor influence despite independent committees; independent directors should maintain robust oversight under this control environment .
- Director RSU vesting accelerates on change‑in‑control; while common, investors should monitor potential entrenchment or transaction‑related incentives .
- Executive Chairman leadership structure persists; Board asserts independent oversight via regular executive sessions, but concentration of strategic influence warrants continued monitoring .