Sean Stalfort

About Sean Stalfort

Sean Stalfort (age 54) has served on ABOS’s Board since October 2018 and is identified as the independent Board Chair. He is President of PBM Capital Group, LLC, a healthcare and life-sciences investment firm (since 2010), and previously was EVP for new business development/M&A at PBM Products, Inc. He holds a B.A. in business economics and political science from Brown University. The Board cites his venture capital experience in healthcare as core credentials for service.

Past Roles

External Roles

Board Governance

• Independent Board Chair: Responsible for calling/presiding over Board meetings (including independent director sessions), setting agendas, and shaping Board work; Chair/CEO roles are separated to reinforce independent oversight.
• Independence: The Board determined all committee members meet Nasdaq independence rules and are free of relationships impairing independent judgment.
• Committee Memberships (FY2024): Stalfort served on Audit and Compensation; committee meetings held—Audit: 4, Compensation: 4, Nominating & Corporate Governance: 3.
• Audit Committee Chair Inconsistency: One section lists Stalfort as Audit Committee Chair (in the “Report of the Audit Committee”), while the committee description section names Drapkin as Audit Chair; both identify Stalfort as a member. This inconsistency should be resolved by the company.
• Board Engagement: The Board met six times in the last fiscal year; each member attended ≥75% of Board and committee meetings, and all directors at the time attended the 2024 Annual Meeting.
• Risk Oversight: Board- and committee-level oversight of financial reporting, compliance, cybersecurity (via Audit), governance guidelines (via Nominating & Corporate Governance), and compensation risk (via Compensation).

Fixed Compensation

• Policy History: Non-Employee Director Compensation Policy amended March 2022, June 2024, and March 2025 after review by Aon (Comp Committee consultant).
• Cash Retainers (2024 terms): Board member $40,000 (raised from $35,000 effective June 1, 2024), Board Chair or Lead Independent Director +$30,000; Audit Chair $15,000 / member $7,500; Compensation Chair $10,000 / member $5,000; Nominating & Governance Chair $8,000 / member $4,000; payable quarterly, pro-rated as applicable.

Performance Compensation

• 2024 Annual Equity: Each continuing non-employee director received an option to purchase 25,000 shares; vest upon the earlier of one year or next annual meeting (subject to service). Change-in-control: all outstanding director options vest.
• Initial Equity (upon joining): Option to purchase 50,000 shares; vest in 36 equal monthly installments (subject to service).
• 2025 Policy Amendment: Annual grants now consist of (i) 19,500 stock options and (ii) 12,800 RSUs, unless otherwise determined by the Board/Compensation Committee.

No director performance metrics (e.g., TSR, revenue) are disclosed for equity awards; grants are time-/service-based.

Other Directorships & Interlocks

• Stalfort sits on public boards Verrica Pharmaceuticals and Taysha Gene Therapies; previously Dova Pharmaceuticals.
• The Board includes RA Capital partner Laura Stoppel, and RA Capital affiliates held ~24.8% of ABOS as of April 8, 2025 (per footnote referencing Dr. Stoppel’s representations).
• Entities affiliated with Paul B. Manning held ~5.3% of ABOS as of April 8, 2025.

Expertise & Qualifications

• Venture capital and healthcare investing leadership (PBM Capital President since 2010).
• Prior M&A/new business development executive experience (PBM Products).
• Education: B.A. in business economics and political science (Brown University).

Equity Ownership

Insider Trading Policy: Prohibits short sales, transactions in put/call options, hedging, margin accounts, or other speculative transactions in company stock.

Governance Assessment

• Strengths:
  • Independent Chair with defined authority enhances oversight and management accountability; Chair/CEO roles are separated.
  • Committee independence affirmed; robust risk oversight across Audit, Compensation, and Nominating & Governance.
  • Director compensation policy reviewed with Aon; cash/equity structure updated (June 2024 cash increase; March 2025 RSU+option mix) indicating market benchmarking.
  • Related person transaction policy in place; company reports no related party transactions (other than compensation) from January 1, 2023 through the proxy date.
• Watch items / RED FLAGS:
  • Audit Committee chair inconsistency within the same proxy (Stalfort listed as Chair in the Audit Committee Report, Drapkin listed as Chair in committee description). Company should clarify to avoid governance ambiguity.
  • Ownership concentration: RA Capital affiliates at ~24.8% and Paul B. Manning affiliates at ~5.3%—board includes an RA Capital partner. Monitor for potential influence dynamics; policy requires Audit Committee review of related person transactions.
  • Shift to time-based RSUs for directors beginning 2025 may reduce performance linkage relative to options; absence of disclosed performance metrics for director equity grants.
• Engagement:
  • Board met six times; directors attended ≥75% of meetings; all directors attended the 2024 Annual Meeting—suggests acceptable attendance and engagement.