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Director
|
| |
Age
|
| |
Year First
Became Director |
| |
Principal Occupation and Other Board of Directors
Service During the Past Five Years |
|
James A. Hayward, Ph.D., Sc.D. | | |
67
|
| |
2006
|
| | Dr. James A. Hayward has been our Chief Executive Officer since March 17, 2006 and our President and the Chairman of the Board of Directors since June 12, 2007. He was previously our acting Chief Executive Officer since October 5, 2005. He also served as Acting Chief Financial Officer from August 20, 2013 through October 13, 2013. Dr. Hayward received his Ph.D. in Molecular Biology from the State University of New York at Stony Brook in 1983 and an honorary Doctor of Science from the same institution in 2000. His experience with public companies began with the co-founding of one of England’s first biotechnology companies — Biocompatibles. Following this, Dr. Hayward was Head of Product Development for the Estee Lauder companies for five years. In 1990 he founded The Collaborative Group, a provider of products and services to the biotechnology, pharmaceutical and consumer-product industries based in Stony Brook, where he served as Chairman, President and Chief Executive Officer for 14 years. During this period, The Collaborative Group created several businesses, including The Collaborative BioAlliance, a contract developer and manufacturer of human gene products that was sold to Dow Chemical in 2002, and Collaborative Labs, a service provider and manufacturer of ingredients for skincare and | |
Director
|
| |
Age
|
| |
Year First
Became Director |
| |
Principal Occupation and Other Board of Directors
Service During the Past Five Years |
|
Yacov A. Shamash
|
| |
70
|
| |
2006
|
| |
Dr. Yacov A. Shamash has been a member of the Board of Directors since March 17, 2006. Dr. Shamash is a Professor of Electrical and Computer Engineering at the State University of New York at Stony Brook, a position he has held since 1992. From 1992 to 2015, he was the Dean of Engineering and Applied Sciences, and from 1995 to 2004, Dr. Shamash was also the Dean of the Harriman School for Management and Policy at the University. He served as VP for Economic Development from 2001-2019. He was founder of the New York State Center for Excellence in Wireless and Information Technology at the University. Dr. Shamash developed and directed the NSF Industry/University Cooperative Research Center for the Design of Analog/Digital Integrated Circuits from 1989 to 1992 and also served as Chairman of the Electrical and Computer Engineering Department at Washington State University from 1985 until 1992. Dr. Shamash serves on the board of directors of public companies Comtech Telecommunications Corp., and Keytronic Corp. He is on the boards of several not for profit organizations: the Long Island First Robotics, Listnet and Broad Hollow Science Park. Dr. Shamash holds a Ph.D. degree in Electrical Engineering from Imperial College of Science and Technology in London, England.
Dr. Shamash daily encounters leaders of businesses large and small, regional and global in their reach and, as a member of our Board of Directors, has played an integral role in our business development by providing the highest-level introductions to customers, channels to market and to the media. Dr. Shamash also brings to our Board of Directors his valuable experience gained from serving as a director at other private and public companies. The Board of Directors believes that Dr. Shamash’s technical experience and other abilities make him a valuable member of the Board of Directors.
|
|
Sanford R. Simon | | |
77
|
| |
2006
|
| | Dr. Sanford R. Simon has been a member of the Board of Directors since March 17, 2006. Dr. Simon has been a Professor of Biochemistry, Cell Biology and Pathology at Stony Brook since 1997. He joined the faculty at Stony Brook as an Assistant Professor in 1969 and was promoted to Associate Professor with tenure in 1975. Dr. Simon was a member of the board of directors of The Collaborative Group from 1995 to 2004. From 1967 to 1969, Dr. Simon was a Guest Investigator at Rockefeller University. Dr. Simon received a B.A. in Zoology and Chemistry from Columbia University in 1963, a Ph.D. in Biochemistry from Rockefeller University in 1967, and studied as a postdoctoral fellow with Nobel Prize winner Max Perutz in Cambridge, England. He maintains an active research laboratory studying aspects of cell invasion in cancer and inflammation, the uses of small molecules in modulating diverse cell functions, and novel strategies of drug delivery; he also teaches undergraduate, graduate, medical and dental students. | |
Director
|
| |
Age
|
| |
Year First
Became Director |
| |
Principal Occupation and Other Board of Directors
Service During the Past Five Years |
|
| | | | | | | | | Dr. Simon has worked in the use of large biomolecules in commercial media, and we have made use of his expertise in formulating DNA into commercial carriers for specific customers. As a member of our Board of Directors, Dr. Simon has advised us on patents, provided technical advice, and introduced us to corporate partners and customers. The Board of Directors believes that Dr. Simon’s advice makes him a valuable member of the Board of Directors. | |
Elizabeth Schmalz Ferguson | | |
69
|
| |
2017
|
| | Ms. Elizabeth M. Schmalz Ferguson has been a member of the Board of Directors since June 2017. She has served as President of American Flavors & Fragrances, a fragrance company, since 2007. Ms. Ferguson also serves as President of her own consulting firm, Betsy Schmalz Ferguson & Associates. She served as Senior Vice President of Corporate Product Development at Estée Lauder. Ms. Ferguson’s responsibilities included overseeing product development for some of the company’s most prominent brands. Subsequently, she was Executive Vice President of Product Development at Bath and Body Works and Victoria’s Secret for The Limited. Ms. Ferguson started her senior management career at Revlon with responsibility for new product development for brands including Borghese, Ultima II and Prestige fragrances. She has been Director of Applied DNA Sciences, Inc. since June 1, 2017. She is an active member of Cosmetic Executive Women. She earned a bachelor’s degree in psychology from Georgian Court University. Ms. Ferguson’s track record of accomplishments as a strategist and products leader within the cosmetics and personal care industries led the Board of Directors to conclude she should serve as a director of the Company. | |
Scott L. Anchin | | |
46
|
| |
2019
|
| | Mr. Anchin was appointed to the Board of Directors on November 7, 2019. Mr. Anchin is a partner at Cormont Strategic Services, LLC, which provides special situation consulting and operational support. Previously Mr. Anchin served as a managing director with Opportune LLP from March 2016 to October 2018, where he provided restructuring advisory services to companies and stakeholders in distressed situations. From 2009 to February 2016, Mr. Anchin was employed by Alvarez & Marsal North America, LLC, a global professional services firm specializing in turnaround and interim management and performance improvement. He is a non-practicing certified public accountant in the State of New York and holds a B.S. in Accounting from the Wharton School of Business at the University of Pennsylvania and an M.B.A. with a concentration in Management from Columbia Business School. Mr. Anchin currently serves as a director of Genasys Inc. (Nasdaq: GNSS) and Kopin Corporation (Nasdaq: KOPN). The Board of Directors believes that Mr. Anchin’s executive-level management experience qualifies him to serve as one of our directors. | |
Plan Category
|
| |
Number of Securities
to be issued upon exercise of outstanding options, warrants and rights (a) |
| |
Weighted-average
exercise price of outstanding options, warrants and rights (b) |
| |
Number of securities
available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) |
| |||||||||
Equity Compensation Plans approved by stockholders
|
| | | | 199,395 | | | | | $ | 99.68 | | | | | | 139,169 | | |
Equity Compensation Plans not approved by stockholders
|
| | | | — | | | | | $ | — | | | | | | — | | |
Total
|
| | | | 199,395 | | | | | $ | 99.68 | | | | | | 139,169 | | |
Name and Position
|
| |
Dollar Value
($) |
| |
Number of Units
(Shares) |
| ||||||
James A. Hayward
|
| | | | — | | | | | | 13,035 | | |
Chairman, President and CEO
|
| | | ||||||||||
Beth M. Jantzen
|
| | | | — | | | | | | 13,035 | | |
CFO
|
| | | ||||||||||
Judith Murrah
|
| | | | — | | | | | | 13,035 | | |
CIO
|
| | | ||||||||||
Executive Group
|
| | | | | | | | | | 39,105 | | |
Non-Executive Director Group
|
| | | | — | | | | | | ** | | |
Non-Executive Officer Employee Group
|
| | | | — | | | | | | — | | |
| | |
Fiscal year ended
September 30, 2019 |
| |
Fiscal year ended
September 30, 2018 |
| ||||||
(i) Audit Fees
|
| | | $ | 251,835 | | | | | $ | 192,955 | | |
(ii) Audit Related Fees
|
| | | | — | | | | | | — | | |
(iii) Tax Fees
|
| | | | 17,000 | | | | | | 29,244 | | |
(iv) All Other Fees
|
| | | | — | | | | | | — | | |
Total Fees
|
| | | $ | 268,835 | | | | | $ | 222,199 | | |
Name
|
| |
Audit
|
| |
Compensation
|
| |
Nominating
|
|
James A. Hayward
|
| |
—
|
| |
—
|
| |
—
|
|
John Bitzer, III(I)
|
| |
|
| |
|
| |
|
|
Robert B. Catell(I)
|
| |
—
|
| |
—
|
| |
—
|
|
Joseph D. Ceccoli(I)
|
| |
|
| |
|
| |
—
|
|
Sanford R. Simon(I)
|
| |
—
|
| |
—
|
| |
|
|
Yacov A. Shamash(I)
|
| |
|
| |
|
| |
|
|
Elizabeth M. Schmalz Ferguson(I)
|
| |
—
|
| |
—
|
| |
—
|
|
Scott L. Anchin
|
| | | | | | | | | |
|
Dr. James A. Hayward
|
| | | $ | 150,000 | | |
|
Beth M. Jantzen
|
| | | $ | 250,000 | | |
|
Judith Murrah
|
| | | $ | 250,000 | | |
| | |
Year
|
| |
Salary
($) |
| |
Bonus
($) |
| |
Stock
Awards ($) |
| |
Option
Awards ($)(1) |
| |
All Other
Compensation ($)(2) |
| |
Total
($) |
| |||||||||||||||||||||
James A. Hayward
|
| | | | 2019 | | | | | | 232,692 | | | | | | — | | | | | | — | | | | | | 125,693 | | | | | | 16,615 | | | | | | 375,000 | | |
Chairman, President and CEO
|
| | | | 2018 | | | | | | 250,000 | | | | | | — | | | | | | — | | | | | | 213,327 | | | | | | 18,000 | | | | | | 481,327 | | |
Beth M. Jantzen
|
| | | | 2019 | | | | | | 221,538 | | | | | | — | | | | | | — | | | | | | 1,456 | | | | | | — | | | | | | 222,994 | | |
CFO
|
| | | | 2018 | | | | | | 221,538 | | | | | | — | | | | | | — | | | | | | 85,330 | | | | | | — | | | | | | 306,868 | | |
Judith Murrah
|
| | | | 2019 | | | | | | 221,538 | | | | | | — | | | | | | | | | | | | 2,419 | | | | | | — | | | | | | 223,957 | | |
CIO
|
| | | | 2018 | | | | | | 240,000 | | | | | | — | | | | | | | | | | | | 127,996 | | | | | | — | | | | | | 367,996 | | |
| | |
Option Awards
|
| |||||||||||||||||||||
Name
|
| |
Number of
Securities Underlying Unexercised Options (#) Exercisable |
| |
Number of
Securities Underlying Unexercised Options (#) Unexercisable |
| |
Option
Exercise Price ($) |
| |
Option
Expiration Date |
| ||||||||||||
James A. Hayward
|
| | | | 4,166 | | | | | | — | | | | | | 144.00 | | | | | | 6/30/2020 | | |
| | | 16,666 | | | | | | — | | | | | | 140.40 | | | | | | 7/11/2021 | | | ||
| | | 20,833 | | | | | | — | | | | | | 232.80 | | | | | | 10/17/2023 | | | ||
| | | 4,375 | | | | | | — | | | | | | 114.40 | | | | | | 12/21/2024 | | | ||
| | | 937 | | | | | | 313(1) | | | | | | 119.60 | | | | | | 12/21/2025 | | | ||
| | | 3,750 | | | | | | — | | | | | | 82.00 | | | | | | 12/20/2026 | | | ||
| | | 6,250 | | | | | | — | | | | | | 47.60 | | | | | | 08/29/2028 | | | ||
Beth M. Jantzen
|
| | | | 104 | | | | | | — | | | | | | 205.20 | | | | | | 10/14/2023 | | |
| | | 104 | | | | | | — | | | | | | 278.40 | | | | | | 11/28/2023 | | | ||
| | | 104 | | | | | | — | | | | | | 326.40 | | | | | | 12/09/2023 | | | ||
| | | 1,000 | | | | | | — | | | | | | 114.40 | | | | | | 12/21/2024 | | | ||
| | | 750 | | | | | | — | | | | | | 138.00 | | | | | | 2/14/2025 | | | ||
| | | 937 | | | | | | 313(1) | | | | | | 119.60 | | | | | | 12/21/2025 | | | ||
| | | 1,500 | | | | | | — | | | | | | 82.00 | | | | | | 12/20/2026 | | | ||
| | | 2,500 | | | | | | — | | | | | | 47.60 | | | | | | 08/29/2028 | | |
| | |
Option Awards
|
| |||||||||||||||||||||
Name
|
| |
Number of
Securities Underlying Unexercised Options (#) Exercisable |
| |
Number of
Securities Underlying Unexercised Options (#) Unexercisable |
| |
Option
Exercise Price ($) |
| |
Option
Expiration Date |
| ||||||||||||
Judith Murrah
|
| | | | 833 | | | | | | — | | | | | | 280.80 | | | | | | 12/01/2023 | | |
| | | 1,875 | | | | | | — | | | | | | 114.40 | | | | | | 12/21/2024 | | | ||
| | | 104 | | | | | | — | | | | | | 326.40 | | | | | | 12/09/2023 | | | ||
| | | 937 | | | | | | 313(1) | | | | | | 119.60 | | | | | | 12/21/2025 | | | ||
| | | 1,500 | | | | | | — | | | | | | 82.00 | | | | | | 12/20/2026 | | | ||
| | | 3,750 | | | | | | — | | | | | | 47.60 | | | | | | 08/29/2028 | | |
| | |
Fees
Earned or Paid in Cash ($) |
| |
Stock
Awards ($) |
| |
Option
Awards ($)(3) |
| |
All Other
Compensation ($) |
| |
Total
($) |
| |||||||||||||||
Sanford R. Simon(2)
|
| | | | — | | | | | | — | | | | | | 85,000 | | | | | | — | | | | | | 85,000 | | |
Yacov A. Shamash(2)
|
| | | | — | | | | | | — | | | | | | 85,000 | | | | | | — | | | | | | 85,000 | | |
John Bitzer, III(1)
|
| | | | — | | | | | | — | | | | | | 75,000 | | | | | | — | | | | | | 75,000 | | |
Joseph D. Ceccoli(2)
|
| | | | — | | | | | | — | | | | | | 85,000 | | | | | | — | | | | | | 85,000 | | |
Charles S. Ryan(1)
|
| | | | — | | | | | | — | | | | | | 75,000 | | | | | | — | | | | | | 75,000 | | |
Robert C. Catell(2)
|
| | | | — | | | | | | — | | | | | | 85,000 | | | | | | — | | | | | | 85,000 | | |
Elizabeth M. Schmalz Ferguson(2)
|
| | | | — | | | | | | — | | | | | | 85,000 | | | | | | — | | | | | | 85,000 | | |
Name
|
| |
Amount
($) |
| |||
James A. Hayward Chief Executive Officer, President and Chairman of the Board of Directors
|
| | | | 1,000,000 | | |
Yacov A. Shamash, Director
|
| | | | 25,000 | | |
Delabarta, Affiliate of Director Mr. Bitzer
|
| | | | 100,000 | | |
Robert B. Catell, Director
|
| | | | 25,000 | | |
William Montgomery, 5% or greater stockholder
|
| | | | 200,000 | | |
Judith Murrah, Chief Information Officer
|
| | | | 25,000 | | |
Elizabeth Schmalz Ferguson, Director
|
| | | | 10,000 | | |
Name and Address of Beneficial Owner
|
| |
Title of Class
|
| |
Number of
Shares Owned(1) |
| |
Percentage of
Class(2) |
| ||||||
Executive Officers and Directors: | | | | | | | | | | | | | | | | |
James A. Hayward
|
| |
Common Stock
|
| | | | 194,279(3) | | | | | | 3.78% | | |
Yacov A. Shamash
|
| |
Common Stock
|
| | | | 13,007(4)(16) | | | | | | * | | |
John Bitzer, III
|
| |
Common Stock
|
| | | | 44,955(5)(6)(17) | | | | | | 0.88% | | |
Robert C. Catell
|
| |
Common Stock
|
| | | | 10,734(10)(16) | | | | | | * | | |
Joseph D. Ceccoli
|
| |
Common Stock
|
| | | | 10,241(7)(16) | | | | | | * | | |
Beth M. Jantzen
|
| |
Common Stock
|
| | | | 14,354(11) | | | | | | * | | |
Judith Murrah
|
| |
Common Stock
|
| | | | 18,828 (12) | | | | | | * | | |
Scott L. Anchin
|
| |
Common Stock
|
| | | | 21,036 (15) | | | | | | * | | |
Sanford R. Simon
|
| |
Common Stock
|
| | | | 10,280 (8)(16) | | | | | | * | | |
Elizabeth Schmalz Ferguson
|
| |
Common Stock
|
| | | | 8,544 (13)(16) | | | | | | * | | |
All directors and officers as a group (10 persons)
|
| |
Common Stock
|
| | | | 346,258(9) | | | | | | 6.60% | | |
5% Stockholder: | | | | | | | | | | | | | | | | |
Bruce Grossman
|
| |
Common Stock
|
| | | | 354,400 (14) | | | | | | 7.04% | | |