Steven LaRosa
AETHLON MEDICALAbout Steven LaRosa
Steven P. LaRosa, M.D., is Aethlon Medical’s Chief Medical Officer (CMO), serving since January 2021; he is 58 years old as of June 26, 2025 . He is an infectious disease specialist with 20+ years of clinical experience, previously VP of Clinical Development at Entasis Therapeutics, and earlier held attending physician roles at Beverly Hospital and Rhode Island Hospital; prior roles include Associate Staff Physician at Cleveland Clinic and Clinical Research Physician at Eli Lilly . Education: M.D. (Boston University School of Medicine) and B.S. Biology (Boston College); completed residency and chief residency at Cleveland Clinic and infectious disease fellowship at Massachusetts General Hospital; ABIM Board Certified in Internal Medicine and Infectious Disease . Company filings do not disclose TSR, revenue growth, or EBITDA growth metrics tied to his tenure; compensation in FY25 was primarily salary with a discretionary cash bonus and no new equity awards, while his outstanding options were out-of-the-money at year-end (reducing near-term selling pressure) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Entasis Therapeutics | VP, Clinical Development | Mar 2020 – Dec 2020 | Pathogen‑targeted anti‑infective development (AstraZeneca spin‑out) |
| Beverly Hospital (Beth Israel Lahey Health) | Attending Physician, Infectious Disease | Not disclosed | Clinical care in infectious diseases |
| Rhode Island Hospital | Attending Physician, Infectious Diseases | Sep 2012 – Mar 2020 | Clinical care; academic appointments mentioned |
| Cleveland Clinic Foundation | Associate Staff Physician, Infectious Disease | Not disclosed | Clinical care; internal medicine training site |
| Eli Lilly and Company | Clinical Research Physician | Not disclosed | Industry clinical research experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Various academic institutions | Academic appointments (unspecified) | Not disclosed | Several academic appointments; details not itemized in filing |
| American Board of Internal Medicine | Board Certifications | Current | Certified in Internal Medicine and Infectious Disease |
Fixed Compensation
Multi-year compensation summary (from Summary Compensation Table):
| Component | FY 2024 | FY 2025 |
|---|---|---|
| Salary ($) | 430,000 | 430,000 |
| All Other Compensation ($) | – | 50,000 |
| Total ($) | 430,000 | 480,000 |
Base salary levels disclosed by Compensation Committee:
| Name | 2024 Base Salary | 2025 Base Salary |
|---|---|---|
| Steven P. LaRosa, M.D. | $430,000 | $430,000 |
Other fixed/one-time items:
- Signing bonus: $100,000 paid at hire (per employment agreement) .
- Relocation expense gross-up eligibility (per employment agreement) .
Benchmarking process:
- Compensation set with assistance from Anderson Pay Advisors; targeting the 50th percentile for comparable companies .
Performance Compensation
Annual cash bonus design and outcomes:
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Annual cash bonus (FY2025) | Not disclosed | 40% of then-current base salary (Board discretion on company and individual objectives) | Not disclosed | $50,000 (approved for CMO) | Cash; paid in FY2025 |
| Annual cash bonus (FY2024) | Not disclosed | 40% of then-current base salary (as above) | Not disclosed | None approved for NEOs | N/A |
Equity incentives:
- No equity-based incentive awards were granted to named executive officers in FY2025 (and none in FY2024, excluding director RSUs) .
Equity Ownership & Alignment
Beneficial ownership (post reverse split) as of March 31, 2025:
| Holder | Beneficially Owned Shares | % of Shares Outstanding |
|---|---|---|
| Steven P. LaRosa, M.D. | 2,552 | <1% (asterisked as less than 1%) |
Notes: The company effected a 1-for-8 reverse stock split effective June 6, 2025; option share figures are adjusted retrospectively in the 10-K .
Beneficial ownership (pre reverse split) as of April 3, 2025 (DEF 14A):
| Holder | Beneficial Ownership Detail | % of Shares Outstanding |
|---|---|---|
| Steven P. LaRosa, M.D. | 21,238 shares subject to options exercisable or becoming exercisable within 60 days | <1% (asterisked) |
Outstanding equity awards at FY2025 year-end (post split):
| Grant Date | Exercisable Options (#) | Unexercisable Options (#) | Exercise Price ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| Jan 4, 2021 | 1,512 | – | 201.60 | Jan 3, 2031 | 25% at 1st anniversary; then monthly over 36 months |
| Feb 10, 2022 | 1,253 | 287 | 112.80 | Feb 9, 2032 | 25% at 1st anniversary; then monthly over 36 months |
Additional alignment indicators:
- As of March 31, 2025, outstanding stock options had no intrinsic value (closing price $2.86 per share below weighted average exercise price), implying minimal immediate monetization potential .
- Hedging/margin/pledging prohibited: officers and directors may not engage in short sales, options, hedging, margin, or pledging of company stock; pre-clearance policy applies .
Employment Terms
| Term | Detail |
|---|---|
| Role start date | CMO since January 2021 |
| Current base salary | $430,000 (2024 and 2025) |
| Target annual bonus | 40% of base salary; based on company and individual objectives; Board/Compensation Committee discretion |
| FY2025 bonus outcome | $50,000 cash bonus approved for CMO |
| Equity awards | No NEO equity awards granted in FY2025 (or FY2024, other than director RSUs) |
| Severance (non‑CIC) | If terminated without cause or resigns for good reason: 12 months base salary + company-paid healthcare premiums for 12 months |
| Change-in-control terms | Not disclosed in the 10-K summary for Dr. LaRosa |
| Clawback policy | Incentive Compensation Recoupment Policy adopted to comply with Exchange Act Section 10D/Nasdaq rules; prohibits indemnification for recovered amounts |
| Hedging/pledging | Prohibited (no short sales, options, hedging, margin, or pledging) |
| Signing bonus | $100,000 at hire |
| Relocation | Eligible for grossed-up reimbursement of relocation expenses |
| Employment agreement | Executive Employment Agreement dated January 4, 2021 (referenced as Exhibit 10.15) |
Investment Implications
- Alignment and selling pressure: Beneficial ownership is <1% and outstanding options are deeply out-of-the-money as of FY2025 year-end, suggesting low near-term insider selling pressure from option exercises; company bans hedging and pledging, reducing adverse alignment risks .
- Pay-for-performance: FY2025 compensation was predominantly fixed salary with a modest discretionary cash bonus; no new equity grants to NEOs in FY2025 and limited disclosure of performance metrics/weightings may dampen pay-for-performance linkage near term .
- Retention risk: Employment agreement provides standard single-trigger severance (12 months salary and benefits) for termination without cause/good reason; with limited in-the-money equity, retention relies more on cash compensation and role scope than on equity upside .
- Governance safeguards: An exchange-compliant clawback and strict anti-hedging/pledging policy are positives for shareholder alignment; compensation is benchmarked to the 50th percentile via an independent consultant, moderating pay inflation risk for a micro-cap .
- Role-specific execution: LaRosa brings deep infectious disease and clinical development experience relevant to Aethlon’s Hemopurifier programs, but investor-visible incentive metrics (e.g., clinical milestones tied to payout) are not specified in filings, limiting external assessment of performance-contingent pay .
Appendix: Additional References
- Beneficial ownership tables (post-split, Mar 31, 2025; pre-split, Apr 3, 2025) .
- Outstanding equity awards detail and vesting schedules .
- Option and RSU activity; no NEO option grants in FY2025/FY2024; director RSUs only .
- Compensation program overview; Summary Compensation Table .
- Employment agreement reference and summarized terms .
- Clawback policy and insider trading/pledging prohibitions .
- Say-on-pay cadence (biennial advisory vote requested in 2024 proxy) .