Stock has declined 99% since its IPO
Believes Neal has repeatedly failed to fulfill his fiduciary responsibility
Since 2021 Neal has received $240,000 Board compensation
Accepted 20% pay increase in 2025 despite the company and shareholders suffering losses
Believes Neal lacks appropriate skill set to serve on the Board
Despite being on the Board for 9 years, Neal owns only two shares with a total market value of $6.24.
Recently further entrenched himself with anti-takeover measures
Questions employment of Jeff Thramann
Believes Board could easily create meaningful shareholder value
Notes stock trades below its net cash
NEW YORK, NY / ACCESS Newswire / March 24, 2026 / Earlier today Ephraim Fields of Echo Lake Capital sent a letter to David K. Neal, a member of the Board of Directors of Aclarion Inc. (NASDAQ:ACON). The letter criticized Mr. Neal's performance and the compensation he received while shareholders suffered significant losses. The letter also questioned his willingness to fulfill his fiduciary responsibility to act in shareholders' best interests and asked Mr. Neal to resign immediately. The letter also noted that ACON currently trades below its net cash and that the board of directors could easily implement steps that could create significant shareholder value.
A full copy of the letter can be found below:
CONTACT:
Ephraim Fields
ef@echolakecapital.com
###
March 24, 2026
TO: David K. Neal - CAPTRUST
CC: Scott Breidbart - Redesign Health and Stellar Health
Steve Deitsch - Auddia Inc.
Brent Ness - Aclarion Inc.
Jeff Thramann - Auddia Inc.
William Wesemann - LivePerson Inc.
Amanda Williams - Cordis
We believe we are one of the largest (if not the largest) shareholders of Aclarion Inc. ("ACON"). We believe that on numerous occasions you have failed to fulfill your fiduciary responsibility to act in the best interests of shareholders and that your actions have directly contributed to the staggering losses suffered by shareholders.
You were a board director of ACON when it went public in 2022 at split-adjusted price of $620,000 per share...the stock now trades at $3.12 per share, down over 99%.
Even worse, while shareholders have suffered tremendous losses, you have repeatedly enriched yourself by taking (what we consider to be) excessive compensation from this tiny, unprofitable company. Since 2021 you have accepted over $240,000 in (mostly cash) compensation from the company for board services. Even worse, last year (which was yet another year in which the company and its shareholders suffered tremendous losses) you accepted a 20% pay increase. We can only wonder how you justify your compensation to ACON's long-suffering shareholders.
While we find your compensation to be wildly excessive, we are also dismayed that despite being on the board of directors for over nine years, you currently own only 2 shares of ACON stock (which have a market value of only $6.24). Considering how few shares you own, we wonder how motivated you truly are to act in the best interests of ACON shareholders.
We believe there are many examples of how you and the rest of the board of directors have failed to act in the best interests of ACON shareholders. In particular we believe you:
Failed to replace underperforming management - ACON's results have been terrible, yet you and the rest of the board have not made any significant changes to senior management. We don't know why this poorly performing management team has not been replaced, but we're pretty sure your Captrust clients would have fired you a long, long time ago if your returns were as atrocious as ACON's.
Approved excessive management compensation - From 2022 to 2025, ACON lost $25 million and saw its stock price decline 97%. Despite these abysmal results, during the same time period the top four members of management were rewarded a combined $5.4 million in compensation.
Approved unnecessary staffing - ACON is a tiny company which generated only $76k in revenue last year. However, shareholder money is spent employing four different members of senior management: an Executive Director, a CEO, a Chief Strategy Officer and a CFO. We're highly confident you could save shareholders money by consolidating these four positions into two without harming the company's prospects.
Rewarded ineffective board directors with excessive compensation - Since the IPO you and the board have refused to add new directors, reduce the board size or reduce board compensation. As a result, ACON shareholders are paying for a 7 person board and in 2025 paid $225k in all-cash compensation for board fees. Total board compensation increased 22% last year and we wonder how many ACON shareholders received 22% pay raises at their jobs last year.
We also question why you think shareholder money should be spent employing Jeff Thramann, the individual we believe is primarily responsible for the massive destruction of shareholder value at ACON. ACON shareholders have suffered significant losses under his leadership and he was the company's highest paid executive last year (he was paid $462k in cash last year, a 21% increase from 2024). We're not sure how you can justify his compensation especially since at the same time he was "working" at ACON he was also a senior executive and the highest paid executive at another tiny, unprofitable, publicly traded company named Auddia Inc. (where he was paid $551k last year). In addition, in what we consider to be a highly questionable transaction, Mr. Thramann is seeking to merge Auddia with his privately held Thramann Holdings which gives us even greater concerns about his continued employment at ACON.
We don't know many other people besides Mr. Thramann who are a senior executive at two different public companies at the same time, but we are amazed that at both companies Mr. Thramann appears to own little stock and receives (what we consider to be) generous compensation despite the companies and their shareholders suffering massive losses.
Remarkably, not only has Mr. Thramann worked at these two public companies at the same time, but ACON board director Steve Deitsch also served as an "Independent" board director at the exact same two companies at the same time.
We believe the most blatant example of you and your fellow board directors prioritizing your own self-interest over those of ACON shareholders' is the anti-takeover measures you recently implemented. Specifically, the board (i) made it more difficult for shareholders to replace you with different board directors and (ii) limited how much ACON stock a shareholder can purchase. We believe these actions were implemented solely to further entrench yourself and guarantee you will continue receiving your board compensation.
We can't imagine why you think it is in shareholders' best interests to make it more difficult for these same shareholders to replace board directors who have overseen a 99% decline in ACON's stock price.
We also question why you think limiting the number of ACON shares someone can buy is in the best interests of shareholders. We feel if you really wanted to help ACON's long-suffering shareholders, you wouldn't be discouraging people from buying stock; instead, you would be doing just the opposite!
We understand the significant financial benefits you derive from being on ACON's board, but we don't believe you possess the appropriate qualifications to serve on the board. Professionally for the past 20+ years you have been providing financial advice to high-net-worth individuals, which requires a very different skill set than advising ACON (a microcap stock that is seeking to commercialize a medical product). You have no other public company board experience and you appear to have limited other relevant experience. You are not an MD, MBA or a CPA.
Considering your lack of financial incentives to create shareholder value, your questionable skill set and your disappointing performance to date, we believe it is in shareholders' best interest if you resign immediately.
We were disappointed you refused to respond to the private email we sent you last week, but we are not surprised since we believe you have little regard for ACON shareholders.
ACON's stock now trades at a significant discount to its net cash, from which we infer that we are not the only investors who have no confidence in you.
Finally, we believe there are many steps you and the board could easily implement that would create immediate and significant shareholder value and that any respectable board would have already implemented these steps. Unfortunately, rather than running ACON for the benefit of the shareholders you purport to represent, you appear more interested in using ACON as a vehicle to enrich yourself.
Sincerely,
Ephraim Fields
Echo Lake Capital
SOURCE: Echo Lake Capital
View the original press release on ACCESS Newswire:
https://www.accessnewswire.com/newsroom/en/banking-and-financial-services/echo-lake-capital-calls-for-the-resignation-of-david-neal-from-the-b-1150995
