
David Frank
About David Frank
David A. Frank, age 64, is Interim Chief Executive Officer, Chief Financial Officer, and Treasurer of AquaBounty (officer since 2007). He became Interim CEO on December 6, 2024, and has served as CFO and Treasurer since October 2007; prior roles include CFO of Magellan Biosciences and President of TekCel from 2003–2007 . Company performance during his recent tenure includes net losses of $149.2M in 2024, $27.6M in 2023, and $22.2M in 2022, while the “Pay vs. Performance” TSR framework shows the value of a $100 investment falling to $1 in 2024 (from $7 in 2023 and $35 in 2022); product revenue declined to $2.47M in 2023 from $3.14M in 2022 .
Performance metrics snapshot:
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Loss ($USD) | $(22,157,195) | $(27,557,901) | $(149,192,660) |
| Value of $100 Investment (TSR) | $35 | $7 | $1 |
| Product Revenue ($USD) | $3,136,954 | $2,472,659 | — (not disclosed) |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Magellan Biosciences | Chief Financial Officer | 2003–2007 | Senior finance leadership |
| TekCel | President | 2003–2007 | Operational leadership |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in latest DEF 14A | — | — | No public company directorships disclosed |
Fixed Compensation
Multi-year compensation and salary/bonus framework for David Frank:
| Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $299,469 | $319,497 | $325,000 |
| Target Bonus (% of Salary) | — | 40% | 40% |
| Actual Bonus Paid ($) | $18,069 | — (not awarded/disclosed) | $0 (no bonus; goals not achieved) |
| Stock Awards ($, grant-date FV) | $40,934 | $28,911 | — |
| Option Awards ($, grant-date FV) | $26,511 | $6,345 | — |
| All Other Compensation ($) | $8,984 (401k match) | $9,585 (401k match) | $9,750 (401k match) |
| Total Compensation ($) | $393,967 | $364,338 | $334,750 |
Salary levels at year-end:
| Metric | As of Dec 31, 2022 | As of Dec 31, 2023 | As of Dec 31, 2024 |
|---|---|---|---|
| Base Salary ($) | $301,156 | $325,000 | $325,000 |
Plan-level benefit terms:
- 401(k) match: 50% of eligible contributions up to 3% of salary (immediate vesting). Company contributions to U.S. plan: $70,193 in 2024 and $77,063 in 2023; Canadian RRSP match is identical structure with contributions of $39,024 in 2024 and $45,210 in 2023 .
Performance Compensation
Annual bonus design and payout:
| Attribute | FY 2023 | FY 2024 |
|---|---|---|
| Performance Metrics | Strategic & financial Company goals (70%) + individual goals (30%) | Strategic & financial Company goals (70%) + individual goals (30%) |
| Target (% of Salary) | 40% | 40% |
| Actual Payout ($) | Not awarded/disclosed for Frank | $0 (no goals achieved) |
| Governance | Board discretion on eligibility and amounts | Board discretion on eligibility and amounts |
Outstanding RSUs:
| As of | Grant Date | Unvested RSUs (#) | Market Value ($) | Vesting Terms |
|---|---|---|---|---|
| 12/31/2024 | 9-Mar-2023 | 737 | $464 | RSUs vest 1/3 at grant, 1/3 after 1 year, 1/3 after 2 years |
| 12/31/2023 | 14-Mar-2022 | 449 | $1,280 | RSUs vest 1/3 at grant, 1/3 after 1 year, 1/3 after 2 years |
| 12/31/2023 | 9-Mar-2023 | 1,475 | $4,204 | RSUs vest 1/3 at grant, 1/3 after 1 year, 1/3 after 2 years |
Outstanding stock options (as of 12/31/2024):
| Grant Date | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| 21-Apr-2017 | 500 | — | 284.00 | 21-Apr-2027 | Daily over 1 year (2018/2019 awards); others daily over 3 years |
| 27-Feb-2018 | 758 | — | 50.00 | 27-Feb-2028 | Daily over 1 year (2018/2019) |
| 30-Apr-2019 | 1,000 | — | 44.40 | 30-Apr-2029 | Daily over 1 year (2018/2019) |
| 12-Mar-2020 | 642 | — | 37.60 | 12-Mar-2030 | Daily over 3 years |
| 10-Mar-2021 | 259 | — | 134.40 | 10-Mar-2031 | Daily over 3 years |
| 14-Mar-2022 | 1,101 | 78 | 30.40 | 14-Mar-2032 | Daily over 3 years |
| 14-Jun-2023 | 2,119 | 1,395 | 7.20 | 9-Mar-2033 | Daily vesting through 9-Mar-2026 |
Equity Ownership & Alignment
Beneficial ownership and alignment indicators:
| Metric | As of Mar 31, 2024 | As of Mar 31, 2025 |
|---|---|---|
| Beneficial Ownership (shares) | 12,292 | 14,176 |
| Ownership % of Shares Outstanding | <1% (3,857,444 outstanding) | <1% (3,869,361 outstanding) |
| Options/Rights exercisable within 60 days | 257 | 193 |
| Shares pledged as collateral | None | None |
| Formal stock ownership guidelines | No formal equity ownership guidelines | No formal equity ownership guidelines |
Equity compensation plan context (company-wide):
| Plan Category | Securities to be issued on exercise (#) | Weighted-average exercise price ($) | Securities available for future issuance (#) |
|---|---|---|---|
| Equity plans approved by security holders (Dec 31, 2023) | 75,669 | 41.65 | 68,280 |
| Equity plans approved by security holders (Dec 31, 2024) | 64,905 | 38.57 | 81,287 |
Employment Terms
Key provisions of David Frank’s amended and restated employment agreement (effective March 29, 2023) and proxy disclosures:
- At-will employment; initial annual base salary $325,000; target annual bonus 40% of salary, subject to performance metrics set by the Compensation and Human Capital Committee .
- Termination notice: either party may terminate with at least 30 days’ notice .
- Severance on termination without Cause or for Good Reason: 12 months base salary in monthly installments; pro rata portion of earned bonus; one year of group health coverage; pro rata vesting of then-unvested equity awards; subject to release and post-termination obligations including non-disparagement .
- Change-of-control treatment: double-trigger—if terminated without Cause or for Good Reason within 12 months after a Change of Control, 100% acceleration of unvested stock options and restricted share grants immediately prior to termination .
- Indemnification: standard officer indemnification agreement .
Investment Implications
- Pay-for-performance linkage: cash bonuses are formula-based on company strategic/financial goals (70%) and individual goals (30%); no bonus paid for 2024 reflects underperformance, aligning cash payouts with results .
- Retention vs liquidity: RSUs vest over two years with 1/3 at grant, promoting near-term liquidity and retention; options vest daily over multi-year schedules, smoothing potential selling pressure but creating continuous incremental exercisability .
- Alignment and exposure: Frank’s equity ownership is modest (<1% of shares) with no pledged shares and no formal ownership guidelines at the company, suggesting limited direct equity alignment by design; option strikes span $7.20 to $284, implying sensitivity to long-term share appreciation across legacy and recent grants .
- Downside risk signals: significant net losses (including a 2024 loss of $149.2M) and TSR deterioration (value of $100 investment at $1 in 2024) highlight execution risk and potential pressure on compensation outcomes if performance metrics remain unmet .
Overall, compensation design uses measurable targets and multi-year equity vesting, but limited personal ownership and severe recent performance headwinds temper alignment and increase execution risk.