Matthew Thompson
About Matthew Thompson
Matthew Thompson, M.D. (age 63) has served as an independent director of Vivos Therapeutics since June 2020. He is a physician-executive with extensive vascular surgery and medtech leadership experience, including roles at Endologix LLC and Life Seal Vascular; he trained at Cambridge, St Bartholomew’s Hospital, the University of Leicester and Adelaide, and studied corporate innovation at Stanford GSB . The Board has affirmatively determined that Dr. Thompson is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| St George’s University of London / St George’s Vascular Institute | Professor of Vascular Surgery | 2002–2016 | Led three London-wide service reconfigurations (cardiovascular disease, major trauma, emergency services) (2010–2013); Chair, National Specialized Commissioning Clinical Reference Group (2013–2016) |
| Cleveland Clinic Heart, Vascular & Thoracic Institute | Staff/Contract Surgeon; Visiting Professor | 2020–2022 | Visiting Professor at Cleveland Clinic Lerner College of Medicine |
| Stanford School of Medicine | Adjunctive Professor | Since 2017 | Academic appointment in vascular surgery |
| British Society for Endovascular Therapy | Founder; Leadership roles | Since 2004 | Founder; Named/leadership lectures and council roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Endologix LLC | President & CEO | 2021–Jan 2025 | Subsequently EVP & Chief Medical Officer in 2025; became CEO again in March 2025 |
| Endologix LLC | EVP & Chief Medical Officer | 2025 | Executive role transition within 2025 |
| Life Seal Vascular | Director | 2024–present | Director appointment disclosed |
| Life Seal Vascular | Chief Executive Officer | March 2025–present | CEO appointment disclosed |
Board Governance
- Committee assignments and chair roles (FY 2024 structure):
- Compensation Committee: Member (Chair: Mark F. Lindsay)
- Nominating & Corporate Governance Committee: Chair (members: Thompson, Anja Krammer, Leonard Sokolow)
- Independence: Board determined Thompson to be independent (along with Krammer, Lindsay, Green, Sokolow) .
- Board/committee activity and attendance: In FY 2024, Board met 7 times; Audit 5; Compensation 7; Nominating & Governance did not meet; directors attended 97% of meetings for boards/committees on which they served .
- Executive sessions: Regularly scheduled, with independent directors meeting privately at least annually .
- Board size and structure: Six directors; annual election to one-year terms .
- Annual meeting engagement: All directors attended the last annual meeting of stockholders; annual meeting held November 4, 2025 .
| Committee Matrix (FY 2024) | Board | Audit | Compensation | Nominating & Governance |
|---|---|---|---|---|
| R. Kirk Huntsman | Chair | |||
| Ralph E. Green | X | X | X | |
| Anja Krammer | X | X | X | |
| Mark F. Lindsay | X | Chair | ||
| Leonard J. Sokolow (Audit Committee Financial Expert) | X | Chair | X | |
| Matthew Thompson, M.D. | X | X | Chair |
| 2025 Director Election Vote (Proposal 1) | For | Withheld | Broker Non-Vote |
|---|---|---|---|
| Matthew Thompson, M.D. | 2,627,358 | 344,721 | 1,996,649 |
Fixed Compensation
- Program structure (post-IPO): Annual cash retainer $48,000; committee chair fee $10,000; committee member fee $5,000; no meeting fees; equity-plan-based awards may be granted; reasonable travel reimbursed .
| Component | Amount (USD) |
|---|---|
| Annual cash retainer (non-employee directors) | $48,000 |
| Committee chair fee | $10,000 |
| Committee member fee | $5,000 |
| Meeting fees | None |
| Director Cash Compensation | FY 2023 | FY 2024 |
|---|---|---|
| Fees Earned or Paid in Cash (Matthew Thompson, M.D.) | $63,000 | $63,000 |
Performance Compensation
- Equity awards are option-based for directors; valuation uses Black-Scholes; no performance metrics (e.g., revenue/EBITDA/TSR) tied to director awards are disclosed .
| Director Equity Awards | FY 2023 | FY 2024 |
|---|---|---|
| Stock option awards (grant-date fair value) | $0 | $7,840 |
| Individual Equity Grant Details | Grant Date | Securities | Price | Transaction Type | Post-Transaction Derivative Securities Owned | SEC Filing |
|---|---|---|---|---|---|---|
| Matthew Thompson, M.D. | 2024-06-20 | Stock Option (Right to Buy), 4,000 | $2.38 | Award (Type A) | 7,067 | https://www.sec.gov/Archives/edgar/data/1716166/000149315224025692/0001493152-24-025692-index.htm |
Note: Vesting schedules and expiration terms for director option awards were not disclosed in the proxy; Form 4 indicates an option award but does not provide vesting specifics for directors .
Other Directorships & Interlocks
| Organization | Role | Committee Roles | Public Company? |
|---|---|---|---|
| Life Seal Vascular | Director (since 2024) | Not disclosed | Not specified as public in VVOS proxy |
| Life Seal Vascular | Chief Executive Officer (since March 2025) | Not disclosed | Not specified as public in VVOS proxy |
| Endologix LLC | President & CEO (2021–Jan 2025); EVP & CMO (2025); CEO again (March 2025) | Not disclosed | LLC; not disclosed as public in VVOS proxy |
- Compensation Committee interlocks and insider participation: None; no related-party transactions requiring disclosure for Compensation Committee members in the last fiscal year .
Expertise & Qualifications
- Executive-level medtech leadership and extensive medical background; editor of Oxford Textbook and Oxford Handbook of Vascular Surgery; over 400 peer-reviewed publications; major UK vascular society awards and named lectures .
- Academic credentials and training across Cambridge, St Bartholomew’s, Leicester, Adelaide; studied corporate innovation at Stanford GSB .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Outstanding |
|---|---|---|
| Matthew Thompson, M.D. | 6,400 | <1% |
- Footnote: Includes 6,400 shares issuable upon exercise of options exercisable within 60 days; beneficial ownership calculated against 7,504,807 shares outstanding as of the September 8, 2025 record date .
Governance Assessment
- Board effectiveness and engagement: Thompson is an independent director with executive and clinical depth, serving as Chair of Nominating & Governance and member of Compensation; overall director attendance was strong at 97% in FY 2024 .
- Signals for investor confidence:
- Shareholder support: Thompson received 2,627,358 “For” votes vs. 344,721 “Withheld” at the 2025 annual meeting, indicative of majority support for his continued service .
- Independence and no interlocks: Board confirmed independence; Compensation Committee disclosed no interlocks or related-party transactions in the last fiscal year .
- Ownership alignment: Beneficial ownership is de minimis (<1%); options position is modest; no pledging or hedging disclosed, and no director-specific ownership guidelines are disclosed in the proxy .
- RED FLAGS:
- Nominating & Governance Committee (which Thompson chairs) did not meet in FY 2024 despite a mandate covering governance guidelines, board evaluations, and director compensation oversight—this inactivity may indicate governance process weakness or resource constraints at the board level .
- Time-commitment risk: Multiple simultaneous executive roles in 2025 (EVP/CMO and then CEO at Endologix; CEO and Director at Life Seal Vascular) could constrain availability for VVOS board duties even though aggregate attendance was high; ongoing monitoring of committee activity is warranted .
Overall, Thompson brings deep sector expertise and independent oversight. The primary governance concern is the Nominating & Governance Committee’s lack of meetings in FY 2024 despite key oversight responsibilities, which merits engagement on committee cadence and outputs (e.g., board evaluation processes, governance guideline reviews) .