Kevin Balthaser
Aclaris TherapeuticsAbout Kevin Balthaser
Kevin Balthaser, age 38, is Chief Financial Officer of Aclaris Therapeutics (ACRS) and has served as CFO since January 2023; he joined Aclaris in 2017 and previously served as Vice President, Finance (Jan 2022–Jan 2023) . He is a CPA (Pennsylvania) with a B.S. in Finance (Penn State) and an MBA (Villanova), and earlier held accounting/finance roles at Lannett Company and began his career at PwC . Company performance context during his tenure: Aclaris reported a value of a $100 shareholder investment of $7.22 (2023) and $17.06 (2024) in its Pay vs. Performance disclosure, with net losses of $88.5M (2023) and $132.1M (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Aclaris Therapeutics | Chief Financial Officer | Jan 2023–present | Senior finance leadership during strategic review and cost rationalization period; NEO with bonus and equity incentives aligned to corporate goals . |
| Aclaris Therapeutics | Vice President, Finance | Jan 2022–Jan 2023 | Led finance function prior to CFO appointment . |
| Aclaris Therapeutics | Finance roles of increasing responsibility | 2017–Jan 2022 | Progressively senior finance roles since joining the company in 2017 . |
| Lannett Company, Inc. | Accounting and finance; capital markets and M&A team member | Not disclosed | Executed capital markets transactions and acquisitions at a public generics company . |
| PricewaterhouseCoopers LLP | Public accounting | Not disclosed | Early career foundation in accounting at Big Four firm . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 444,000 | 444,000 |
| Target Bonus (%) | — | 40% of base salary |
| Actual Bonus Paid ($) | 124,320 | 217,560 |
Performance Compensation
- 2024 annual incentive design and payout:
- Target bonus: 40% of base salary; weighting 75% corporate goals / 25% individual goals for CFO .
- Corporate goal categories: R&D advancement, cost rationalization, business development/financing/strategic planning (90% weight); legal, finance, compliance (10%) .
- Payout: Compensation Committee awarded 122.5% of target bonus to the CFO for 2024, paid in early 2025 .
| Component | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Corporate performance goals (R&D, BD/financing/strategy, cost actions) | 75% of bonus; goals mix = 90%/10% across categories | 40% of base salary target bonus | — | 122.5% of target (CFO) | Paid following year (early 2025) for FY2024 performance |
| Individual performance goals (CFO) | 25% of bonus | Included in 40% target | — | Included in 122.5% payout | Paid following year (early 2025) |
Equity Awards (Grants and Vesting)
- 2024 grants (CFO):
- Annual LTI (Feb 2024): Options to purchase 206,500 shares at $1.20; RSUs 59,000; both vest in four equal installments on Feb 1, 2025, 2026, 2027, 2028 .
- Special one-time retention RSU grant (Feb 2024): 147,500 RSUs vesting 50% on Dec 31, 2024 and 50% on Dec 31, 2025 (to retain key employees during RIF/strategic review) .
- Grant-date fair values (2024): Stock awards $247,800; Option awards $179,003 .
| 2024 Grant | Shares/Options | Exercise Price | Grant-Date FV ($) | Vesting Schedule |
|---|---|---|---|---|
| Stock Options (Feb 2024) | 206,500 | $1.20 | 179,003 | 25% on 2/1/2025, 2/1/2026, 2/1/2027, 2/1/2028 |
| RSUs (Annual, Feb 2024) | 59,000 | — | Included in $247,800 stock awards | 25% on 2/1/2025, 2/1/2026, 2/1/2027, 2/1/2028 |
| RSUs (Retention, Feb 2024) | 147,500 | — | Included in $247,800 stock awards | 50% on 12/31/2024; 50% on 12/31/2025 |
- Outstanding equity (as of Dec 31, 2024; market value uses $2.48 closing price on 12/31/2024):
- Options: multiple tranches with strike prices ranging from $1.20 to $27.54; expirations 2027–2034 .
- RSUs outstanding: 1,100; 4,750; 22,500; 59,000; 73,750 with respective market values provided below .
| Award Type | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | RSUs (#) | Market Value ($) |
|---|---|---|---|---|---|---|
| Option | 11,200 | — | 27.54 | 7/4/2027 | — | — |
| Option | 2,100 | — | 22.09 | 1/31/2028 | — | — |
| Option | 11,625 | 3,875 | 24.06 | 2/28/2031 | — | — |
| Option | 16,700 | 16,700 | 14.94 | 2/29/2032 | — | — |
| Option | 26,250 | 78,750 | 16.97 | 1/31/2033 | — | — |
| Option | — | 206,500 | 1.20 | 1/31/2034 | — | — |
| RSU | — | — | — | — | 1,100 | 2,728 |
| RSU | — | — | — | — | 4,750 | 11,780 |
| RSU | — | — | — | — | 22,500 | 55,800 |
| RSU | — | — | — | — | 59,000 | 146,320 |
| RSU | — | — | — | — | 73,750 | 182,900 |
Footnotes: Market values use $2.48/share at 12/31/2024 . Additional vesting footnotes specify certain tranches vested on March 1, 2025 and future vesting dates (e.g., 3/1/2026) .
Equity Ownership & Alignment
- Beneficial ownership (as of Feb 10, 2025): 251,310 shares; less than 1% of shares outstanding (108,148,298 shares outstanding reference) .
- Hedging/pledging: Aclaris Insider Trading Policy prohibits short sales, options, hedging, margin accounts, and pledging by directors, officers, and employees .
- Clawbacks: Company adopted an Incentive Compensation Recoupment Policy (Nov 2023 adoption; SEC/Nasdaq 10D-1 compliant), and under SOX 304, the CEO and CFO may be required to reimburse bonuses/equity if financial statements are restated due to misconduct .
Employment Terms
- Employment agreement and severance (CFO):
- Qualifying Termination (death/disability, without cause, good reason, or non-renewal by company): 12 months base salary continuation; lump-sum of approved but unpaid bonuses; 12 months company-paid COBRA for medical/vision/dental, subject to release .
- Change in Control window: Qualifying Termination on/within 3 months prior to, or within 12 months following, a Change of Control → 12 months base salary continuation for non-PEO NEOs; same bonus treatment; COBRA as above .
- Plan mechanics allow the Board discretion to accelerate vesting or cash-out certain awards in a Change in Control; treatment can vary by award/participant .
- Change of Control definition includes mergers where pre-transaction holders own <50% post-transaction or sale/disposition of substantially all assets/IP (subject to 409A criteria) .
Performance & Track Record (Company-level context)
| Year | Value of $100 Investment (Pay vs. Performance) | Net Loss ($) |
|---|---|---|
| 2022 | 108.32 | (86,908,000) |
| 2023 | 7.22 | (88,481,000) |
| 2024 | 17.06 | (132,065,000) |
- Say-on-pay and shareholder feedback: The Compensation Committee viewed the 2024 say-on-pay vote results as “disappointing” and attributed them in part to stock price decline; no significant program changes were made in response .
Governance and Policy Notes Relevant to CFO
- Insider trading controls: pre-clearance/blackouts; hedging and pledging prohibited .
- Clawback policy adopted in 2023 and SOX 304 reimbursement risk for CEO/CFO in case of misconduct-related restatement .
- Key person/retention risk: Company cites dependence on key executives including CFO and notes it does not maintain key person insurance .
Investment Implications
- Pay-for-performance alignment: CFO’s 2024 cash incentive paid at 122.5% of target, driven by weighted corporate goals (R&D progress, financing/strategic planning, cost rationalization) and individual performance; structure ties cash to operational milestones but not explicit TSR/financial metrics, which may limit direct shareholder return alignment in down markets .
- Near-term selling pressure/overhang: Substantial RSU and option vesting through 2025–2028 (including a retention RSU tranche vesting 12/31/2025) could create periodic liquidity events; options at $1.20 strike amplify leverage to share price recovery .
- Retention risk/mitigants: One-time retention RSUs in 2024 signal elevated retention risk post-RIF/strategic review, but severance economics (12 months salary + COBRA; CoC protection) and ongoing vesting provide retention hooks for the CFO .
- Governance safeguards: Prohibitions on hedging/pledging and adoption of a modern clawback reduce misalignment risk; SOX 304 adds CFO-specific recovery exposure in misconduct-related restatements .
- Shareholder sentiment: “Disappointing” 2024 say-on-pay outcomes and severe TSR compression underscore investor scrutiny; the Committee made no significant program changes, elevating the importance of visible operational and financing execution to rebuild credibility .