Mark Simon
About Mark Simon
Mark Simon (age 63 as of April 28, 2025) is a Class III independent director of Cabaletta Bio, Inc., serving on the board since October 2018; he is nominated to serve a term ending at the 2028 annual meeting if re-elected . He holds an MBA from Harvard Business School and a BA from Columbia College, and brings over 35 years of life sciences investment banking and research experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Citigroup | Managing Director; Head of Life Sciences Investment Banking | 2002–2005 | Covered global pharma; focus on large-cap U.S./EU/Japan |
| Robertson Stephens | Managing Director; previously Senior Biotech Research Analyst | c. 1999–2001; analyst earlier | Oversaw biotech IB; involved in raising 45% of U.S. biotech dollars 1999–2001 |
| Kidder Peabody | Biotechnology Research Associate | Began in 1984 | Participated in Genzyme IPO and early Amgen financings |
External Roles
| Organization | Ticker/Listing | Role | Tenure | Notes |
|---|---|---|---|---|
| Sun Pharmaceutical Industries Ltd. | Public (India) | Strategic Advisor to Founder/CEO | Since 2020 | Focused on accelerating innovation initiatives |
| Sun Pharma Advanced Research Company Ltd. | Public (India) | Board Observer | Current | Innovation-focused initiatives |
| Stifel Nicolaus & Company | NYSE: SF | Consultant | Current | Co-founded Torreya Partners (acquired by Stifel in 2023) |
| Torreya Partners, LLC | Private | Co-founder | Acquired by Stifel in 2023 | Global IB for life sciences |
| Portage Biotech Inc. | Nasdaq: PRTG | Director | Until April 2024 | Prior public company board role |
Board Governance
| Committee | Role | Chair? | Meetings in FY2024 | Independence Status |
|---|---|---|---|---|
| Compensation Committee | Member | Yes | 4 meetings | Board determined all committee members independent under Nasdaq rules |
| Audit Committee | Member | No (Chair: Richard Henriques) | 6 meetings | Independent under SEC/Nasdaq; Henriques designated “financial expert” |
| Nominating & Corporate Governance Committee | Member | No (Chair: Scott Brun) | 2 meetings | Board determined independent under Nasdaq rules |
| Full Board | Director | — | Board met 9 times in 2024; each director attended ≥90% of board and committee meetings | Board determined all directors except CEO are independent; Simon is independent |
- Director election: Board recommends voting FOR Mark Simon as a Class III director for a term ending at the 2028 annual meeting .
- Annual meeting attendance: Five of six directors attended the 2024 annual meeting .
- Related party oversight: Audit Committee reviews and approves all related person transactions .
Fixed Compensation
| Year | Board Retainer ($) | Audit Committee Member ($) | Compensation Committee Chair ($) | Nominating & Corporate Governance Member ($) |
|---|---|---|---|---|
| 2024 (policy rates) | 40,000 | 7,500 | 11,000 | 5,000 |
| 2025 (amended policy) | 40,000 | 10,000 | 12,500 | 5,000 |
- 2024 actual cash fees earned by Mark Simon: $63,500 .
- Expense reimbursement: Reasonable out-of-pocket expenses for board/committee meetings are reimbursed .
Performance Compensation
| Year | Instrument | Grant Size (shares) | Vesting Schedule | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| Ongoing (policy) | Stock options (annual) | 22,000 | Vests in full at earlier of first anniversary or next annual meeting; service-based | — |
| At appointment (policy) | Stock options (initial) | 44,000 | Vests in equal quarterly installments over 3 years; service-based | — |
| 2024 (actual) | Stock options | Not disclosed (policy suggests 22,000) | Service-based per policy | 181,810 |
- No performance metrics (e.g., TSR, revenue, EBITDA) are tied to director equity awards; vesting is time-based service only .
Other Directorships & Interlocks
| Company | Ticker | Capacity | Dates | Potential Interlock/Conflict Note |
|---|---|---|---|---|
| Portage Biotech Inc. | PRTG | Director | Until Apr 2024 | Prior public board; no CABA transactions disclosed |
| Sun Pharma Advanced Research Company Ltd. | — (India) | Board Observer | Current | Pharma R&D; no CABA transactions disclosed |
| Sun Pharmaceutical Industries Ltd. | — (India) | Strategic Advisor | Since 2020 | Large pharma; no CABA transactions disclosed |
| Stifel Nicolaus & Company | SF | Consultant | Current | IB services; CABA discloses no related party transactions since Jan 1, 2023 |
Related-party transactions: “Since January 1, 2023,” the company reports none exceeding $120,000 (or 1% of average total assets) involving directors, officers, 5% holders, or their affiliates/family, other than compensation arrangements .
Expertise & Qualifications
- 35+ years in life sciences across investment banking and equity research; led biotech coverage and major financings, including raising 45% of U.S. biotech dollars 1999–2001 .
- Senior roles at Citigroup and Robertson Stephens; early-career research associate at Kidder Peabody participating in seminal biotech financings .
- MBA (Harvard); BA (Columbia) .
Equity Ownership
| As-of Date | Beneficial Ownership (shares) | % of Outstanding | Options Held (aggregate shares) | Unvested Shares Outstanding |
|---|---|---|---|---|
| April 28, 2025 | 277,572 | 0.55% | 134,428 | 22,000 |
- Shares outstanding used for % calc: 50,743,101 .
- Hedging/pledging: Company insider trading policy prohibits short sales and derivative transactions; pledging requires prior Audit Committee approval . No pledges by Simon are disclosed.
Governance Assessment
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Strengths
- Independent director with deep capital markets and life sciences expertise; chairs the Compensation Committee and serves on Audit and Nominating & Corporate Governance—committees met regularly in 2024 (4, 6, and 2 times, respectively) .
- Board and committee attendance strong: the board met nine times, and each director attended ≥90% of board and committee meetings; five of six directors attended the 2024 annual meeting .
- Director pay structure modest and aligned with service: cash retainers plus time-based stock options; 2025 policy increased committee fees, reflecting responsibility while maintaining equity alignment .
- Audit Committee oversight of related party transactions and designation of an audit committee financial expert support financial governance quality .
- Clawback policy adopted September 12, 2023 for executive incentive compensation, demonstrating alignment with best practices (comp committee oversight context) .
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Watch items / potential conflicts
- External roles include consulting for Stifel and advisory/observer roles at Sun Pharma entities. While the proxy discloses no related party transactions since Jan 1, 2023, continued monitoring is warranted for any future dealings that could create perceived conflicts .
- Director equity awards are time-based with no explicit performance metrics; while typical for directors, it provides limited performance linkage beyond stock price exposure .
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Summary: Overall, governance indicators for Mark Simon are favorable—independence, high engagement, and appropriate committee leadership—with no disclosed related-party transactions or pledging. The combination of market-facing expertise and audit/comp committee service supports board effectiveness; ongoing monitoring of external affiliations is prudent to maintain investor confidence .