Tryn Stimart
AbCellera BiologicsAbout Tryn Stimart
Tryn T. Stimart is AbCellera’s Chief Legal Officer, Chief Compliance Officer, Corporate Secretary, and Privacy Officer; he has served as CLO and Corporate Secretary since August 22, 2019, added CCO in December 2020, and Privacy Officer in 2023; age 55 . He holds a J.D. (American University Washington College of Law), an M.Sc. in Chemistry (Old Dominion University), and B.Sc. degrees in Biochemistry and in Genetics & Cell Biology (University of Minnesota) . Company performance context during his tenure includes significant 2024 operational progress (new HQ move-in; 16 molecules in clinic; ~$840M liquidity) alongside continuing negative net income and weak TSR since IPO; for 2024, net income was -$162.9M and the fixed-$100 TSR value stood at 4.97, reflecting ongoing share price pressure . Governance policies prohibit hedging and restrict pledging (board approval required if loans exceed 20% of pledged securities), aligning insider behavior with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Gibbons P.C. | Partner | Oct 2016 – Aug 2019 | Not disclosed |
| Womble Bond, LLP | Partner | May 2013 – Sep 2016 | Not disclosed |
External Roles
- No external public company directorships or board committee roles for Mr. Stimart were disclosed in the latest proxy .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 450,000 | 460,000 | 460,000 |
| Target Bonus % | — | 45% (2024 target set late-2023) | 45% |
| Actual Annual Cash Incentive ($) | 167,400 | 180,090 | 194,580 |
| Employer Retirement/Other ($) | 27,000 | 27,600 | 30,500 |
| Notes | Base salaries set in USD; Canadian/US benefit specifics disclosed | Base unchanged vs prior year | Base unchanged; benefit policy per 401(k)/RRSP |
Performance Compensation
Annual Bonus Design and 2024 Outcomes
| Component | Weight | Target | Actual | Payout/Multiplier | Result |
|---|---|---|---|---|---|
| Corporate Achievements | 70% | 100% | 91% | 63.7% (70%×91%) | Contributed to payout |
| Individual Contribution | 30% | 100% | 100% | 30.0% (30%×100%) | Contributed to payout |
| Overall Bonus Multiplier | — | — | — | 94% | — |
| Target Bonus ($) | — | 207,000 | — | — | — |
| Actual Bonus Paid ($) | — | — | — | — | 193,959 |
- 2024 corporate goals covered pipeline (ABCL635, ABCL575 toward 1H25 CTAs), platform build, partnerships (new Biogen deal; TCE with AbbVie closed Jan-2025), liquidity (~$840M), and HQ move-in; Compensation Committee assessed corporate performance at 91% of target .
- CEO-only weighting is 100% corporate; Mr. Stimart’s weighting was 70% corporate / 30% individual, with 100% individual performance assessment for 2024 .
Long-Term Equity Incentives (Time-Vested Stock Options)
| Grant Date | Type | Shares | Exercise Price ($) | Vesting Schedule | Expiration |
|---|---|---|---|---|---|
| 1/14/2024 | Stock Options | 616,333 | 5.39 | 25% after 1 year; remainder monthly over 36 months | 1/14/2034 |
| 12/1/2022 | Stock Options | 346,901 (173,450 ex./173,451 unex.) | 13.18 | Quarterly after 1-year cliff (pre-2024 cadence) | 12/1/2032 |
| 12/7/2021 | Stock Options | 270,680 (203,010 ex./67,670 unex.) | 14.55 | Quarterly after 1-year cliff | 12/7/2031 |
| 12/10/2020 | Stock Options | 190,800 (exercisable) | 20.00 | Quarterly after 12/31/2021 cliff | 12/10/2030 |
| 10/29/2020 | Stock Options | 600,000 (exercisable) | 2.30 | Quarterly after 1-year cliff | 10/29/2030 |
| 10/30/2019 | Stock Options | 1,250,000 (1,197,000 ex./53,000 unex.) | 0.32 | Multi-year schedule; early grant mechanics noted | 8/22/2029 |
- Policy: ongoing NEO LTI mix is 100% options for Section 16 officers; strike price = FMV on grant date; standard vesting 25% after 1 year then monthly over 36 months for annual grants .
- As of 12/31/2024, Mr. Stimart had no 2024 option exercises; 2024 option exercise table shows zero exercises for him .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 2,676,257 shares/derivatives: 250 shares held by Mr. Stimart, 250 by spouse, and 2,675,757 underlying options exercisable within 60 days of April 1, 2025; “<1%” of outstanding . |
| Vested vs Unvested Options (12/31/2024) | Exercisable options: 2,364,260; Unexercisable options: 910,454 (by grant: see “Long-Term Equity Incentives”) . |
| Option Exercises (2024) | None . |
| Hedging/Pledging | Hedging prohibited; use of company securities as collateral not permitted without Board approval if loan exceeds 20% of pledged securities . |
| Ownership Guidelines | No executive stock ownership multiple disclosed in the proxy . |
Note: The closing share price on 12/31/2024 was $2.93; several option tranches (e.g., $5.39, $13.18, $14.55, $20.00) were out-of-the-money at year-end; the 2019–2020 legacy grants ($0.32, $2.30) were in-the-money, implying limited near-term selling pressure from newer grants absent price recovery .
Employment Terms
| Term | Key Provisions |
|---|---|
| Offer Letter | Dated July 10, 2019; effective Aug 22, 2019; included base salary, target bonus, up to $30,000 relocation (not incurred), benefits; superseded by Executive Severance Plan for severance . |
| Restrictive Covenants | Perpetual confidentiality/IP assignment; 1-year non-compete and non-solicit post-termination . |
| Severance (Outside CIC) | 12 months base salary; 12 months health benefit continuation (US: COBRA contribution equivalent; Canada: continued benefits), subject to release and covenants . |
| Severance (Within CIC Period; Double Trigger) | Lump sum 100% base salary + 100% target bonus; 12 months benefit continuation; full acceleration of time-based equity; performance equity deemed at target . |
| Estimated Payouts (as of 12/31/2024) | Not in CIC: $460,000 cash + $39,246 benefits = $499,246; In CIC: $667,000 cash + $39,246 benefits + $138,245 value of accelerated options (where applicable) = $844,491 . |
Multi-Year Compensation (NEO Summary Table Extract – Tryn Stimart)
| Year | Salary ($) | Bonus ($) | Option Awards ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| 2022 | 450,000 | 167,400 | 3,032,333 | 27,000 | 3,676,733 |
| 2023 | 460,000 | 180,090 | — | 27,600 | 667,690 |
| 2024 | 460,000 | 194,580 | 2,205,487 | 30,500 | 2,890,567 |
Notes: 2023 had no equity grants due to annual grant timing shift to January 2024; option grant accounting per ASC 718; contributions reflect 401(k)/RRSP employer contributions .
Additional Governance and Pay-Design Considerations
- Compensation framework: Base salaries reviewed annually; 2024 NEO base salaries unchanged vs 2023 (CLO $460k) .
- Bonus targets: 2024 target bonus 45% for CLO with 70% corporate/30% individual weighting; CEO 65% at 100% corporate weighting .
- Peer benchmarking: Alpine Rewards advised; peer set of 19 life sciences/platform companies approved in Oct 2023 for 2024 benchmarking .
- Say-on-Pay: 2024 support ~83%, with program maintained into 2024 .
- Risk controls: No option repricing/backdating history; limits on perquisites; clawback commitment via policies (code of ethics and risk oversight context) .
Investment Implications
- Alignment and retention: High at-risk mix via multi-year vesting options and a 70/30 corporate/individual bonus design align incentives to corporate milestones; 1-year non-compete/non-solicit and double-trigger CIC provisions reduce abrupt departure risk .
- Selling pressure: No 2024 option exercises; many recent grants (e.g., $5.39) were OTM at 12/31/2024 ($2.93 close), likely muting near-term monetization; legacy 2019–2020 grants ($0.32, $2.30) are ITM and could be exercised opportunistically, but exercisable balances have been outstanding for years, suggesting manageable supply overhang absent large price spikes .
- Pay-for-performance calibration: 2024 corporate performance scored at 91% reflecting operational execution (program starts, HQ move, liquidity), while TSR remained depressed, highlighting the company’s stated choice to focus incentives on operational milestones rather than TSR/net income, which they view as volatile during the buildout phase .
- Change-of-control economics: Double-trigger vesting and 1× (salary+bonus) severance for the CLO (vs 1.5× for CEO) are standard and shareholder-friendly; Section 280G cutback applies (no tax gross-ups), limiting parachute risk .
Overall, Mr. Stimart’s package emphasizes long-duration, time-vested options and modest cash, indicating strong retention incentives but limited immediate selling pressure given current moneyness; governance policies on hedging/pledging add alignment, while CIC terms balance retention with shareholder protections .