Scott Tobin
About Scott Tobin
Scott Tobin is a Senior Partner at Battery Ventures, which he joined in 1997, and will serve as a Class II independent director of Kodiak (post–AACT business combination). He has served on the Legacy Kodiak board since September 2021 and holds a B.A. from Brandeis University . The AACT/Kodiak board determined he is “independent” under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Battery Ventures | Senior Partner | 1997–present | Leads investments; manager/signatory on multiple Battery SEC filings |
| Legacy Kodiak (pre-combination) | Director | Sep 2021–Closing of business combination | Governance oversight during SPAC merger |
| Kodiak (post–AACT combination) | Class II Director | Elected Sep 24, 2025 | Chair, Compensation Committee; Member, Audit Committee |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Champions Oncology, Inc. | Director | Not disclosed; current | Board service at public company enhances governance perspective |
Board Governance
- Independence status: The board determined Scott Tobin is an “independent director” under Nasdaq and applicable Exchange Act rules .
- Board classification: Initial classified board—Tobin designated Class II; staggered three-year terms .
- Committee assignments:
- Compensation Committee: Chair .
- Audit Committee: Member .
- Nominating and Corporate Governance Committee: Not a member (committee composed of Elshenawy, Goldman, Sverchek; Sverchek as chair) .
- Chair roles: Chair of the Compensation Committee .
- Lead director: Not disclosed.
Fixed Compensation
Post-combination director compensation policy (expected/adopted in S-4/A):
- Cash retainers per year:
- Board member: $60,000 .
- Non-employee chair of board: $40,000 (not applicable to Tobin) .
- Audit Committee chair: $20,000; member: $10,000 (Tobin is a member) .
- Compensation Committee chair: $15,000 (Tobin) .
- Nominating & Corporate Governance Committee chair: $10,000; member: $5,000 (not applicable) .
- Fiscal 2024 director pay: No cash or equity compensation recorded for non-employee directors; table shows “—” for Scott Tobin (board formed in 2025) .
Performance Compensation
- Equity awards policy (2025 EIP): Non-employee directors may receive equity awards (e.g., RSUs, performance awards) subject to annual limits .
- Annual cap: Maximum of $750,000 (cash retainers + equity grant-date fair value) per fiscal year; increased to $1,000,000 in the initial fiscal year of service as a non-employee director .
- Change-in-control treatment: Non-employee directors fully vest in outstanding equity awards upon a “change in control” under the 2025 EIP .
Other Directorships & Interlocks
- Senior Partner at Battery Ventures; serves on several private company boards and Champions Oncology, Inc. .
- Battery Ventures SAFE investments in Legacy Kodiak (related party due to Tobin’s role):
- 7/01/2024: Battery Ventures XII, L.P. — $1,962,000 .
- 7/02/2024: Battery Investment Partners XII, LLC — $38,000 .
- 9/24/2024: Battery Ventures XII, L.P. — $2,943,000 .
- 9/24/2024: Battery Investment Partners XII, LLC — $57,000 .
- 2/24/2025: Battery Ventures XII, L.P. — $1,471,500 .
- 2/24/2025: Battery Investment Partners XII, LLC — $28,500 .
- Company Support Agreement acknowledges Battery Ventures as a Legacy Kodiak support party (affiliated with Tobin) .
Expertise & Qualifications
- Extensive corporate finance, venture capital, and investment experience from Battery Ventures; public-board experience at Champions Oncology .
- Education: B.A. from Brandeis University (with honors) .
Equity Ownership
- Legacy Kodiak directors (including Scott Tobin) have direct or indirect ownership interests in Legacy Kodiak Common Stock (rolls into Kodiak at closing) .
- Aggregate non-employee director option holdings (as of Aug 5, 2025): Vested Exchanged Kodiak Stock Options 1,011,115; Unvested Exchanged Kodiak Stock Options 833,810 (group total; not broken out by individual) .
- Specific share/option counts for Scott Tobin are not disclosed.
Fixed Compensation Detail Table (Policy)
| Component | Amount (USD) | Applicability to Tobin |
|---|---|---|
| Board member annual retainer | $60,000 | Applicable |
| Audit Committee member | $10,000 | Applicable |
| Compensation Committee chair | $15,000 | Applicable |
| Nominating & Corporate Governance Committee member | $5,000 | Not applicable |
| Board chair (non-employee) | $40,000 | Not applicable |
Related Party Transactions (Battery Ventures SAFE)
| Date | Investor | Amount (USD) | Relationship |
|---|---|---|---|
| 07/01/2024 | Battery Ventures XII, L.P. | $1,962,000 | Scott Tobin is Senior Partner at Battery; director at Legacy Kodiak |
| 07/02/2024 | Battery Investment Partners XII, LLC | $38,000 | Same as above |
| 09/24/2024 | Battery Ventures XII, L.P. | $2,943,000 | Same as above |
| 09/24/2024 | Battery Investment Partners XII, LLC | $57,000 | Same as above |
| 02/24/2025 | Battery Ventures XII, L.P. | $1,471,500 | Same as above |
| 02/24/2025 | Battery Investment Partners XII, LLC | $28,500 | Same as above |
Governance Assessment
- Strengths: Independent director with deep finance/investment background; chairs Compensation Committee and serves on Audit Committee, aligning oversight of pay and financial controls with relevant expertise .
- Alignment: Director compensation structured with modest cash retainers and equity awards subject to annual caps, plus full vesting on change-in-control—standard SPAC-combination governance; no FY2024 director pay recorded for Tobin (board formed in 2025) .
- Potential conflicts and red flags:
- Battery Ventures, where Tobin is Senior Partner, made multiple SAFE investments in Legacy Kodiak and is named as a support party—presents related-party exposure. These interests were disclosed in the S-4/S-4/A; the Legacy Kodiak Board considered such interests when recommending the combination .
- As Compensation Committee chair, heightened sensitivity is warranted to ensure decisions remain independent of investor-affiliate interests; committee is structured to meet Nasdaq independence requirements .
- Independence and committees are clearly documented; attendance data not disclosed yet for the newly formed board .