Bret Christensen
About Bret Christensen
Bret Christensen, age 54, is Chief Executive Officer and a Class III director of biote Corp. (BTMD) since February 1, 2025; he is not independent under Nasdaq rules due to his executive role . He holds a B.S. in Business Management from Utah Valley University and an MBA from the University of Utah, and brings two decades of commercialization leadership in women’s health, diagnostics, and medical devices, including senior roles at Hologic, Myriad Genetics, Insulet, and DermTech . Company performance context entering his tenure: FY2024 revenue was $197.2 million (+6.4% YoY), Adjusted EBITDA $58.2 million with 29.5% margin; 2025 guidance is $202–$208 million of revenue and $59–$64 million Adjusted EBITDA, reflecting a plan to reaccelerate practitioner onboarding and strengthen commercial accountability .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DermTech, Inc. (OTC: DMTKQ) | President, CEO, Director | May 2023 – Sep 2024 | Led turnaround efforts at a precision dermatology diagnostics firm . |
| Insulet Corporation (Nasdaq: PODD) | Chief Commercial Officer | May 2017 – May 2023 | Oversaw sales growth from ~$367M to ~$1.1B, scaling global commercial execution . |
| Myriad Genetics, Inc. (Nasdaq: MYGN) | General Manager, Preventive Care | Aug 2013 – May 2017 | Ran preventive care portfolio; expanded market penetration in women’s health . |
| Hologic, Inc. (Nasdaq: HOLX) | VP Sales & Marketing, Gynecologic Surgical Products | Prior to 2013 | Directed commercialization in gyn surgical devices . |
| Cytyc Corporation | Market development & sales leadership | Prior to Hologic | Built teams driving adoption in women’s health diagnostics . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Axena Health | Director | Since May 2024 |
| Axena Health | Chairman | Since Oct 2024 |
Fixed Compensation
| Component | Terms |
|---|---|
| Base Salary | $700,000 per year |
| Target Bonus | Up to 85% of base salary (annual discretionary bonus) |
| Relocation | Reimbursement of ordinary/customary moving expenses up to $200,000 to relocate to Texas (with receipts) |
| Indemnification | Company standard indemnification agreement (form previously filed) |
| Initial Equity Option | Option to purchase up to 1,500,000 shares under the 2022 Equity Incentive Plan; granted no later than 30 days after effective date or first trading day when trading window reopens; standard form award agreement applies |
Performance Compensation
- Annual bonus structure: Discretionary up to 85% of base salary; specific 2025 CEO performance metrics and weightings were not disclosed .
- Company-wide precedent: For 2024, corporate goals achieved at 60%, producing 60% payouts of target bonuses for named executive officers that year; this predates Christensen’s tenure and illustrates calibration of pay to company goal attainment .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| CEO Annual Bonus (2025) | Not disclosed | Not disclosed | Not disclosed | Up to 85% of base (discretionary) | Cash; no vesting terms applicable |
| Company Corporate Goals (2024 context) | Not disclosed | Not disclosed | 60% achievement | 60% of target bonuses (for 2024 NEOs) | Cash; N/A |
Clawback policy: Adopted Oct 2023, applies to incentive compensation tied to financial reporting measures and covers current/former executive officers, consistent with Rule 10D-1 and Nasdaq Listing Rule 5608 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 37,595 shares of Class A common stock (<1% of outstanding) as of March 24, 2025 . |
| Options/RSUs | Initial option for up to 1,500,000 shares to be granted under standard agreement; options exercisable within 60 days would appear in beneficial ownership—none shown, indicating grant timing/vesting did not make options exercisable by March 24, 2025 . |
| Hedging/Pledging | Company Insider Trading Policy prohibits hedging, short-selling, trading in derivatives, margin purchases, and pledging of company shares . |
| Ownership Guidelines | Executive ownership guideline disclosures not provided; director RSU deferral alternatives disclosed separately (not applicable to CEO) . |
Employment Terms
| Term | Detail |
|---|---|
| Start Date | Appointed CEO and Director effective February 1, 2025 . |
| Employment Type | At-will; duties as CEO set in Offer Letter . |
| Severance/COC | CEO-specific severance/change-of-control terms not disclosed in Offer Letter; other executives’ agreements in proxy show defined severance/COC mechanics but are not applicable to CEO unless separately agreed . |
| Restrictive Covenants | Company standard agreements for executives include non-solicitation and non-competition provisions (as described for NEOs); CEO-specific covenants not detailed in Offer Letter . |
Board Governance
- Board service: Christensen is a Class III director up for election at the 2025 Annual Meeting to serve through 2028 if elected; he is not independent under Nasdaq rules due to his CEO role .
- Committee roles: Audit (Morris, Jacoby, A. Heyer; chair: Morris), Compensation (Jacoby, Morris, Cone; chair: Jacoby), and Nominating & Corporate Governance (A. Heyer, Cone; chair: A. Heyer) are composed of independent directors; CEO is not listed on committees, supporting independent oversight .
- Leadership structure: Roles of Executive Chairman (Marc Beer, not independent) and CEO are separated; Steven J. Heyer serves as Lead Independent Director to enhance oversight, agenda-setting, and executive sessions of independent directors .
- Board activity: In FY2024, the Board met nine times; committees met 6/6/1 times (Audit/Comp/NCG). Executive sessions of independent directors are regularly scheduled. Attendance thresholds met by all but one director (Steven Heyer ~67%) in 2024; Christensen joined in 2025, so 2024 attendance rates do not apply to him .
Performance & Track Record
- Company baseline vs. strategy under Christensen:
- FY2024 results: Revenue $197.2M (+6.4% YoY), gross margin 70.5%, Adjusted EBITDA $58.2M (29.5% margin) .
- CEO priorities for 2025: maximize top-tier providers, reaccelerate practitioner additions, drive growth via accountability and consistent commercial execution; acknowledges near-term timing to realize acceleration .
- 2025 guidance: Revenue $202–$208M; Adjusted EBITDA $59–$64M; procedure revenue +2–4%, dietary supplements +5–10% .
Compensation Committee Analysis
- Independence: Committees consist solely of independent directors; additional independence criteria applied for Audit per Rule 10A-3(b)(1) .
- Consultant: Aon Human Capital Solutions engaged to provide peer comparators, market data, equity design guidance; independence factors reviewed; peer group composition not disclosed .
- Process: Compensation Committee sets CEO goals, evaluates performance, determines compensation; for other officers, considers CEO recommendations; reviews ownership, performance, historical levels, and market analytics .
Fixed Compensation Detail (Company Context for NEOs, FY2024)
| Name | 2024 Base | Target Bonus | Actual Bonus Paid | Option Awards (Grant-date FV) |
|---|---|---|---|---|
| Teresa S. Weber (Former CEO) | $621,690 | $621,700 | $373,020 (60% of target) | $2,830,031 |
| Robert Peterson (CFO) | $420,330 | $212,500 | $159,375 (60% of target) | $1,003,917 |
| Marc Beer (Executive Chairman) | $435,183 | $435,190 | $261,114 (60% of target) | $1,981,022 |
Note: CEO Bret Christensen’s compensation commenced Feb 1, 2025 and is governed by his Offer Letter; 2024 NEO data shown for structural context .
Vesting and Equity Mechanics (Company Practices)
- Option grant practices: Exercise price ≥ fair market value at grant; options generally vest over four years; certain awards vest 25% at first anniversary then monthly, or 50% at second anniversary then monthly; acceleration upon certain termination/CIC events per plan/agreements .
- Grant timing: Annual grants typically occur on first day of the month following approval; Compensation Committee avoids timing awards around MNPI releases; non-employee director grants align with annual meetings .
- Insider policy: Hedging, short selling, derivative trading, margin purchases, and pledging prohibited .
Risk Indicators & Red Flags (Company Context)
- Clawback policy in place (financial reporting restatements) .
- Credit agreement compliance: Past administrative events of default (budget delivery timing and share repurchase notice) were waived/amended; company in compliance as of Dec 31, 2024 .
- Share repurchase liabilities: Founder settlement triggered multi-year repurchases, reflected on balance sheet ($24.6M current, $44.3M non-current at 12/31/2024), influencing leverage and cash flows .
Investment Implications
- Alignment: The CEO’s pay mix includes a sizable at-risk component (85% bonus target) and a large initial stock option (up to 1.5 million shares), signaling equity-driven incentives tied to long-term value creation; pledging and hedging prohibitions further align interests with shareholders .
- Execution focus: Christensen’s 2025 priorities target reacceleration in practitioner additions and productivity, with guidance calling for modest revenue growth and stable-to-improving Adjusted EBITDA; near-term investments may compress quarterly EBITDA before benefits materialize later in 2025 .
- Retention/pressure: Relocation reimbursement and indemnification support onboarding; absence of disclosed severance/CIC terms for CEO reduces guaranteed payouts risk but also raises uncertainty on retention economics if performance or strategic shifts occur; standard clawback policy mitigates restatement-related pay risk .
- Governance: Separation of Executive Chairman and CEO roles with a Lead Independent Director and independent committees provides oversight to mitigate dual-role independence concerns from Christensen’s board seat .