Jonathan Goldman
About Jonathan Goldman, M.D.
Independent director at Avalo Therapeutics since March 2024; age 60. Thirty years across life sciences as CEO, CMO, investor, and senior executive. Education: B.Sc., M.B.B.S., and M.D. from the University of London; MBAs from Columbia University and UC Berkeley. Currently CEO of Clinical Ink; previously CEO of Abzena and Aptuit; senior roles at ICON plc; academic posts at UCSF and the San Francisco VA Medical Center .
Past Roles
| Organization | Role | Tenure (if disclosed) | Committees/Impact |
|---|---|---|---|
| Abzena Limited | Chief Executive Officer; Board Member | — | Manufacturing/commercial operations experience |
| Aptuit LLC | Chief Executive Officer | — | Led CRO/CDMO operations |
| ICON plc (Nasdaq: ICON) | Senior Executive | — | Global clinical services experience |
| UCSF (Cardiology) | Associate Clinical Professor of Medicine | — | Academic/clinical leadership |
| San Francisco VA Medical Center | Attending Cardiologist | — | Patient care; academic medicine |
External Roles
| Organization | Role | Status |
|---|---|---|
| Clinical Ink | Chief Executive Officer | Current |
| Abzena Limited | Board Member (prior) | Prior |
Board Governance
- Independence: Board affirmatively determined Dr. Goldman is independent under Nasdaq and company guidelines .
- Committees: Audit Committee member (appointed April 25, 2024; current members: Chan—Chair, Almenoff, Goldman) . Science and Technology Advisory Committee member (Kaplan—Chair, Almenoff, Goldman) .
- Chair roles: None disclosed for Goldman; Board Chair is Michael Heffernan (since March 2025) .
- Board activity: Board met 12 times in 2024; all directors attended at least 75% of Board/committee meetings; independent director executive sessions occur no fewer than twice per year .
- Risk oversight: Audit oversees financial/cyber risks; Compensation oversees pay risks; Nominating/Governance oversees composition/independence .
Fixed Compensation (Director)
| Component | Policy/Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $40,000 (non-employee director) | Effective unchanged July 1, 2024 |
| Audit Committee Member Fee | $10,000 (from $7,500 pre–July 1, 2024) | Goldman member; appointed Apr 25, 2024 |
| SATAC Member Fee | $7,500 | Committee exists as other Board committee |
| 2024 Cash Earned (Actual) | $41,940 | Reflects fees earned in 2024 |
Performance Compensation (Director Equity)
| Grant Type | Shares/Value | Vesting | Terms |
|---|---|---|---|
| 2024 Equity (total shares) | 34,100 (split between options and RSUs) | For 2024 only: three equal annual installments on Mar 28, 2025, 2026, 2027 | Board discretion split |
| 2024 Option Awards (grant-date fair value) | $205,365 | As above (2024 special three-year schedule) | 10-year term; exercise price = last reported sale price on grant date |
| 2024 Stock (RSU) Awards (grant-date fair value) | $93,860 | As above (three annual installments on Mar 28, 2025–27) | Time-based vesting |
| Options Held (12/31/2024) | 24,600 | — | — |
| Stock Awards Held (12/31/2024) | 9,500 | — | — |
- Equity plan clawback: Company’s equity incentive plan includes mandatory clawback provisions; Board may impose additional recovery terms .
- Options generally have 10-year terms; exercise price at grant FMV; directors may elect to receive cash fees in options on payment dates .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| ICON plc | Public | Former senior executive | No related-party transactions disclosed involving Goldman |
| Abzena Limited | Private | CEO/Director (prior) | No related-party transactions disclosed involving Goldman |
| Clinical Ink | Private | CEO | No related-party transactions disclosed involving Goldman |
Expertise & Qualifications
- Domains: Manufacturing, commercial, operations; clinical research leadership .
- Education: B.Sc., M.B.B.S., M.D. (University of London); MBAs (Columbia, UC Berkeley) .
- Audit Committee financial expert: Board designated Mitchell Chan (not Goldman) as the audit committee financial expert .
Equity Ownership
| Holder | Total Beneficial Ownership (Shares) | % of Outstanding | Breakdown |
|---|---|---|---|
| Jonathan Goldman, M.D. | 11,367 | * (less than 1%) | 3,167 common shares + 8,200 options exercisable within 60 days |
Stock pledging/hedging: Insider Trading Policy strongly discourages short sales, options/hedging, and margin transactions by directors .
Signals from Shareholder Votes
| Proposal | Result | Detail |
|---|---|---|
| Election of Jonathan Goldman (2024 AGM) | Elected | For: 329,830; Withheld: 4,950 |
| Stock Issuance (Series C conversion, warrants, milestone shares) | Approved | For: 140,495; Against: 17,857; Abstain: 5,428; Broker non-votes: 262,249 |
| Equity Incentive Plan (4th Amended & Restated) | Approved | For: 300,035; Against: 29,250; Abstain: 5,495; Broker non-votes: 262,249 |
Governance Assessment
- Strengths: Independent status; meaningful committee service (Audit, SATAC); solid election support; equity-heavy compensation aligns incentives with shareholders; board conducts regular independent executive sessions and robust risk oversight .
- Alignment: 2024 equity grants (options + RSUs) with multi-year vesting create retention and alignment; beneficial ownership includes exercisable options indicating skin-in-the-game .
- Red flags: None disclosed for related-party transactions, pledging/hedging, or attendance; Goldman is not designated the audit financial expert (mitigated by committee composition including a designated expert) .
- Oversight/Engagement: Audit met 5 times (2024); Compensation 4; Nominating/Governance 2; Board met 12 times—supports active oversight cadence .