Joshua Eizen
About Joshua Eizen
Joshua Eizen, age 47, serves as AN2 Therapeutics’ Chief Legal Officer, Chief Operating Officer, and Corporate Secretary (CLO/COO) since November 2024, having previously served as CLO and Corporate Secretary since September 2022 . He holds a J.D. from Georgetown University Law Center and a B.A. and M.A. in Political Science and Government from Case Western Reserve University . Prior roles include Vice President and Associate General Counsel at Jazz Pharmaceuticals (May 2021–September 2022), U.S. General Counsel at GW Pharmaceuticals plc (July 2018–May 2021), Senior Counsel and Chief Compliance Officer at Actelion (May 2015–June 2018), and Associate Chief Counsel at the U.S. FDA (August 2008–October 2014); earlier, he was an Associate at McKee Nelson (now Morgan Lewis) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jazz Pharmaceuticals | Vice President, Associate General Counsel | May 2021–Sep 2022 | Senior legal leadership in commercial biopharma |
| GW Pharmaceuticals plc | Vice President, U.S. General Counsel | Jul 2018–May 2021 | Led U.S. legal function amid commercialization |
| Actelion (now Janssen Pulmonary Hypertension) | Senior Counsel, Chief Compliance Officer | May 2015–Jun 2018 | Compliance and legal oversight in specialty pharma |
| U.S. Food and Drug Administration | Associate Chief Counsel | Aug 2008–Oct 2014 | Regulatory counsel within FDA |
| McKee Nelson (now Morgan Lewis) | Associate | Not disclosed | Law firm practice, foundational legal training |
External Roles
No external public company directorships or committee roles are disclosed in the executive officer biographies for Mr. Eizen .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | 410,000 | 435,375 |
| Non-Equity Incentive Plan Compensation ($) | 196,800 | 130,613 |
| Option Awards Grant-Date Fair Value ($) | 541,144 | 211,342 |
| Stock Awards Grant-Date Fair Value ($) | — | 280,020 |
| Total Compensation ($) | 1,147,944 | 1,057,350 |
Annual bonus target and payout (2024):
| Item | Value |
|---|---|
| Target Bonus (% of Salary) | 40% |
| Payout (% of Target) | 75% |
| Actual Bonus Paid ($) | 130,613 |
Additional change-in-role salary action:
- Effective November 4, 2024, upon appointment as COO in addition to CLO, annual salary increased to $450,000 .
Performance Compensation
Equity incentive awards granted in 2024:
| Grant Date | Award Type | Shares | Vesting |
|---|---|---|---|
| Mar 15, 2024 | Stock Options | 60,000 | 1/48 monthly from Jan 1, 2024 (time-based) |
| Mar 15, 2024 | RSUs | 30,000 | 25% annually from Jan 1, 2025 over 4 years |
| Jul 10, 2024 | RSUs | 60,000 | 25% on Jan 1, 2025; 50% on Jan 1, 2026; 25% on Jul 1, 2026 |
| Nov 4, 2024 | Stock Options | 63,000 | 1/48 monthly from Nov 4, 2024 (time-based) |
| Nov 4, 2024 | RSUs | 31,500 | 25% annually from Nov 4, 2025 over 4 years |
Outstanding equity awards (as of Dec 31, 2024):
| Grant Date | Type | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Unvested RSUs (#) | RSU Market Value ($) |
|---|---|---|---|---|---|---|---|
| Oct 14, 2022 (vest start Sep 29, 2022) | Options | 51,750 | 40,250 | 17.88 | Oct 13, 2032 | — | — |
| Feb 15, 2023 (vest start Jan 1, 2023) | Options | 24,030 | 26,120 | 14.29 | Feb 14, 2033 | — | — |
| Mar 15, 2024 (vest start Jan 1, 2024) | Options | 13,749 | 46,251 | 3.00 | Mar 14, 2034 | 30,000 | 41,400 |
| Jul 10, 2024 (vest start Jan 1, 2024) | RSUs | — | — | — | — | 60,000 | 82,800 |
| Nov 4, 2024 | Options | 1,312 | 61,688 | 1.08 | Nov 3, 2034 | 31,500 | 43,470 |
Plan design and 2024 equity mix:
- ANTX historically used stock options as long-term incentives; 2024 was the first year RSUs were granted to executive officers .
- Options generally vest over four years with potential acceleration under severance/change-in-control provisions; RSUs vest 2–4 years with schedules specified per grant .
Equity Ownership & Alignment
Beneficial ownership and composition:
| As-of Date | Total Beneficial Ownership (Shares) | Percent of Outstanding | Common Shares Owned | Options Exercisable within 60 Days |
|---|---|---|---|---|
| Mar 15, 2024 | 60,578 | <1% | 2,447 | 58,131 |
| Mar 24, 2025 | 153,630 | <1% | 27,335 | 126,295 |
Policies impacting alignment:
- Hedging and pledging of company stock are prohibited for all employees and directors under ANTX’s Insider Trading Policy .
Employment Terms
| Item | Key Terms |
|---|---|
| Offer Letter | Signed September 22, 2022; at-will employment; set initial base salary, annual bonus opportunity, and initial option grant |
| Severance (Outside CIC Window) | Cash severance equal to 75% of annual base salary; earned but unpaid bonus; up to 9 months COBRA premiums if elected |
| Change-in-Control (CIC) Period | If terminated by ANTX without cause or resigns for good reason within CIC period (3 months before to 12 months after CIC): cash severance equal to 100% of base salary and 100% of target bonus; earned but unpaid bonus; up to 12 months COBRA; full acceleration of unvested equity, with performance awards deemed at target unless otherwise specified (double trigger) |
| 280G / 4999 Treatment | “Best net” cutback if excise taxes would apply under Section 4999 (payments reduced only if net after-tax is higher) |
| Equity Acceleration Under 2022 Plan | If awards are not assumed/continued in a corporate transaction, outstanding awards vest in full prior to effective date; performance awards accelerate at 100% target unless otherwise provided |
| Insider Trading Controls | Prohibits hedging, pledging, margin accounts, short sales |
Investment Implications
- Shift to mixed equity in 2024 (introduction of RSUs) reduces performance leverage vs. options alone; combined with time-based monthly/annual schedules, this may create predictable supply from vest-driven liquidity around Jan 1, 2025; Jan 1/Jul 1, 2026; and Nov 4 anniversaries thereafter .
- CIC provisions provide full equity acceleration on double-trigger, which can incentivize continuity through potential strategic events but may increase transaction-related dilution for shareholders .
- Beneficial ownership remains below 1%, indicating limited direct “skin in the game” despite significant exercisable option exposure growing from 58,131 to 126,295 shares within 60 days across 2024–2025; vesting schedules and 10b5-1 plans (if any, not disclosed) should be monitored for selling pressure signals .
- Salary increased to $450,000 with concurrent option/RSU awards on promotion to COO in Nov 2024, signaling expanded scope; pay-for-performance alignment in cash incentives reflected a reduced payout (75% of target) for 2024 corporate goal attainment .
- Say-on-Pay votes are not required given ANTX’s emerging growth company status, limiting direct shareholder feedback on executive compensation; compensation benchmarking is advised via peers identified by Aon, though specific peer constituents are not disclosed .