Eric Easom
About Eric Easom
Co‑founder of AN2 Therapeutics (ANTX); President, Chief Executive Officer, and Board Chair. He has served as CEO and director since November 2019 and became Board Chair in June 2024 (Age 57) . Education: B.S. and M.S. in Electrical Engineering (University of Louisville) and M.B.A. (Indiana University, Kelley) . 2024 annual cash bonus paid at 75% of target (target 55% of salary) under corporate objectives; no granular metrics disclosed for the payout calculation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MedImmune | Director of Marketing | 2006–2007 | Commercial leadership at a biotech acquired by AstraZeneca |
| InteKrin Therapeutics | Senior Director, Business Development & Marketing | 2007–2009 | Business development across clinical portfolio |
| Anacor Pharmaceuticals | Vice President, Neglected Diseases | 2009–2017 | Built and led neglected diseases programs at a public biopharma acquired by Pfizer |
External Roles
| Organization | Role | Years |
|---|---|---|
| Chagas Disease Foundation | Director | Current |
| Resilient Biotics, Inc. (private) | Director | Current |
| California Life Sciences Institute | Advisor | Current |
Fixed Compensation
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | $481,185 | $575,000 | $603,750 |
| Non‑Equity Incentive Paid | $216,533 | $345,000 | $249,047 |
| Option Awards (Grant‑date FV) | $2,767,815 | $2,422,848 | $508,820 |
| Stock Awards (Grant‑date FV) | — | — | $297,000 |
| All Other Compensation | — | — | $7,500 (401(k) match) |
| Total Compensation | $3,465,533 | $3,342,848 | $1,666,117 |
| Annual Incentive Targets | 2023 | 2024 |
|---|---|---|
| Target Bonus (% of Salary) | 50% | 55% |
| Payout (% of Target) | 120% (paid Feb 2024) | 75% (approved Feb 2025) |
Notes: Mr. Easom receives no additional pay for director service (director compensation policy applies only to non‑employee directors) .
Performance Compensation
- Annual cash incentive (2024): Corporate objectives (not itemized) with CEO target 55% of base salary; payout approved at 75% of target ($249,047 paid) .
- Equity design: Company historically used stock options; first RSU grants to executives in 2024. Options vest monthly over four years; RSUs generally vest 25% annually over 2–4 years; change‑in‑control and termination provisions summarized in Employment Terms below .
| 2024 Long‑Term Incentive Grants | Grant Date | Type | Shares/Units | Exercise Price | Vesting |
|---|---|---|---|---|---|
| CEO annual LTI | 03/15/2024 | Stock Options | 198,000 | $3.00 | 1/48 monthly from 1/1/2024 |
| CEO annual LTI | 03/15/2024 | RSUs | 99,000 | n/a | 25% on each anniversary of 1/1/2024 (four years) |
Outstanding (12/31/2024): RSUs 99,000 ($136,620 reported market value) .
Equity Ownership & Alignment
| Beneficial Ownership (as of 3/24/2025) | Shares | % Outstanding |
|---|---|---|
| Eric Easom (aggregate) | 1,956,535 | 6.36% |
Breakdown of Mr. Easom’s beneficial ownership: 1,065,766 shares via Easom Living Trust (trustee), 97,058 via C. Easom Irrevocable Trust (trustee), 97,058 via Jude Easom Irrevocable Trust (trustee), 26,880 held directly, and 669,773 shares underlying options exercisable within 60 days of 3/24/2025 .
Insider trading plans and selling pressure:
- On March 31, 2025, Mr. Easom adopted a Rule 10b5‑1 trading plan to sell up to 450,000 shares through December 31, 2025 (potential near‑term selling overhang) . No new director/officer 10b5‑1 adoptions or modifications in Q3 2025 were disclosed .
- Hedging/pledging: Company policy prohibits pledging, margining, and hedging of company stock by employees and directors, mitigating alignment/forced‑sale risks .
Outstanding CEO equity awards (12/31/2024):
| Grant | Vest Start | Exercisable | Unexercisable | Exercise | Expiration |
|---|---|---|---|---|---|
| Options (4/30/2021) | 4/30/2021 | 229,165 | 20,834 | $6.60 | 4/29/2031 |
| Options (5/12/2022) | 3/25/2022 | 154,687 | 70,313 | $17.28 | 5/11/2032 |
| Options (2/23/2023) | 1/01/2023 | 128,248 | 139,402 | $11.99 | 2/22/2033 |
| Options (3/15/2024) | 1/01/2024 | 45,375 | 152,625 | $3.00 | 3/14/2034 |
| RSUs (3/15/2024) | 1/01/2024 | — | 99,000 | n/a | n/a (25% annual vest) |
Ownership guidelines: Not disclosed. Short/derivative transactions prohibited; directors/employees may not hedge company stock .
Employment Terms
- Offer letter: At‑will employment; original offer dated November 19, 2019 (sets initial salary/bonus eligibility and benefits) .
- Severance and Change‑in‑Control (CIC) Plan (company‑wide plan covering NEOs):
- Non‑CIC termination without cause or resignation for good reason: CEO receives lump‑sum equal to 100% of annual base salary; earned but unpaid prior‑year bonus; and up to 12 months COBRA premiums if elected .
- CIC period termination (from 3 months before through 12 months after a CIC): CEO receives 150% of base salary plus 150% of target annual bonus; earned but unpaid prior‑year bonus; up to 18 months COBRA premiums if elected; and full vesting acceleration of unvested equity awards (performance‑based awards, if any, deemed achieved at target) . Where awards are not assumed in a corporate transaction under the 2022 Plan, unassumed awards vest in full prior to closing .
- Clawbacks/tax gross‑ups: Not specifically disclosed in retrieved materials (no gross‑ups noted). Related person transaction policy is in place and administered by the Audit Committee .
Board Governance
- Roles: President & CEO and Board Chair since June 2024; the Board appointed a Lead Independent Director (Margaret “Maggie” FitzPatrick) to enhance independent oversight (presides over independent sessions, agenda setting, liaison to CEO/Chair) .
- Independence: Board determined all directors except Mr. Easom are independent under Nasdaq rules; Mr. Easom is not independent due to his CEO role .
- Structure: Nine‑member classified board (three classes, staggered three‑year terms). Mr. Easom is a Class III director, nominated for a term ending at the 2028 annual meeting .
- Committees (independent membership): Audit (Wong—Chair; Aziz; Zakrzewski); Compensation (Martin—Chair; Marks; Spigelman); Nominating & Corporate Governance (Readnour—Chair; FitzPatrick; Wong; Zakrzewski) .
- Attendance: Board met 10 times in FY2024; each director attended at least 75% of aggregate Board and relevant committee meetings; Audit met 4x; Nominating & Corporate Governance met 3x; Compensation met 8x in 2024 .
- Director compensation: CEO receives no additional compensation for board service; non‑employee director policy includes cash retainers and option/RSU grants (for other directors) .
Director Compensation (as a Director)
- Not applicable to Mr. Easom (no incremental compensation for serving as a director) .
Performance & Track Record
- Company status and pay outcomes: The Compensation Committee used a market‑based framework with Aon as consultant; 2024 CEO target bonus at 55% of salary with a reduced payout at 75% of target, reflecting assessment against corporate goals (specific metrics not disclosed) . Equity mix shifted in 2024 to include RSUs (first year), lowering risk relative to options‑only programs .
Compensation Committee Analysis
- Independence and process: Compensation Committee (all independent) oversees executive pay, can retain outside advisors, and engaged Aon for benchmarking and program design (peer group analytics) . No interlocks or related‑party conflicts disclosed for 2024 .
- Say‑on‑Pay: As an Emerging Growth Company, ANTX is not required to hold advisory Say‑on‑Pay votes currently .
Related Party Transactions
- Governance: Audit Committee must pre‑approve related party transactions; policy prohibits transactions over the lesser of $120,000 and 1% of assets absent Audit Committee approval, including arm’s‑length and materiality considerations .
Risk Indicators & Red Flags
- Dual role (CEO + Chair) partially mitigated by Lead Independent Director with defined authorities .
- 10b5‑1 trading plan adopted by CEO for up to 450,000 shares through 12/31/2025 suggests potential selling pressure during 2025; no additional Rule 10b5‑1 adoptions/modifications by officers/directors disclosed in Q3 2025 .
- Hedging/pledging prohibitions reduce alignment risks from collateralized borrowing or derivatives .
- Concentration of ownership among insiders and principal holders could deter change‑in‑control outcomes (general risk disclosed by the company) .
Investment Implications
- Alignment and ownership: CEO’s 6.36% beneficial stake and significant vested/unvested options/RSUs provide meaningful equity alignment; hedging/pledging is prohibited, strengthening alignment .
- Retention and exit economics: Robust CIC protections (1.5x salary and 1.5x target bonus plus full equity acceleration for CEO) and standard non‑CIC severance (1.0x salary) reduce retention risk but can create M&A dilution considerations for investors .
- Near‑term trading dynamics: The CEO’s active Rule 10b5‑1 plan through year‑end 2025 and scheduled RSU/option vesting create identifiable windows of potential insider selling/supply; monitor Form 4s and plan execution cadence for technical pressure around vest dates and 10b5‑1 schedules .
- Governance quality: CEO/Chair structure is offset by a clearly empowered Lead Independent Director and fully independent key committees with solid attendance, which supports oversight of strategy, compensation, and risk .