Kim Kamdar
About Kim Kamdar
Kim Kamdar, Ph.D., is an independent director (Class I) of Evofem Biosciences; she joined the private company’s board in April 2011 and the public company’s board in January 2018; age 58 as of October 24, 2025 . She holds a B.A. from Northwestern University and a Ph.D. in Biochemistry and Genetics from Emory University, and is a Managing Partner at Medical Excellence Capital (since 2021) and Domain Associates (since 2005) . Her board skills focus on life sciences company-building and venture investing, with prior operating R&D leadership at Novartis and a Kauffman Fellowship at MPM Capital .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Novartis | Research Director (genetics/genomics, model organisms) | 1995–2003 | Built and led research team; authored papers and holds patents |
| MPM Capital | Kauffman Fellow | 2003–2004 | Venture training/placement |
| Domain Associates, LLC | Managing Partner | Since 2005 | Life sciences venture capital investing |
| Medical Excellence Capital, LLC | Managing Partner | Since 2021 | Fund leadership |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Sera Prognostics (NASDAQ: SERA) | Director | Public | Listed among her current public company boards |
| OMIC (NASDAQ: OMIC) | Director | Public | Listed among her current public company boards |
| Seraphina Therapeutics, Inc. | Chair of the Board | Private | Chair role |
| Truvian Sciences | Chair of the Board | Private | Chair role |
| Alume; Epic Sciences; Epitel; Pleno Inc. | Director | Private | Portfolio/private company directorships |
Board Governance
- Committee assignments: Audit (member), Compensation (member), Nominating & Corporate Governance (Chair) .
- Independence: Board determined Dr. Kamdar is independent under Nasdaq rules; Audit and Compensation Committee members (including Kamdar) meet enhanced SEC/Nasdaq independence standards .
- Attendance and engagement (FY2024): Board held 15 meetings with 95% average director attendance; Audit Committee held 4 meetings; Nominating & Corporate Governance and Compensation Committees did not meet in 2024; independent directors meet in executive session with each regular Board meeting .
- Board structure: CEO serves as interim Chair; Tony O’Brien serves as Lead Independent Director with enumerated responsibilities .
- Election cycle: Class I (including Kamdar) terms expire at the upcoming Annual Meeting; slated for re-election .
Fixed Compensation
| Item | 2024 Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $78,750 | Non-employee director cash compensation for 2024 |
| Stock Awards | $0 | No equity awards granted in 2023 or 2024 |
| Option Awards | $0 | No equity awards granted in 2023 or 2024 |
| Total | $78,750 | Earned fees; payment timing note below |
- Payment timing/liquidity note: Earned director fees have not been paid quarterly; approximately $0.5 million owed to non-employee directors was included in accrued expenses as of December 31, 2024 (company-level disclosure) .
Non-Employee Director Compensation Policy (effective April 1, 2022; current at time of proxy):
| Component | Amount (Annual) | Source |
|---|---|---|
| Base cash retainer (non-employee director) | $40,000 | |
| Board Chair retainer (additional) | $30,000 | |
| Audit Committee Chair | $20,000 | |
| Audit Committee member (non-chair) | $10,000 | |
| Compensation Committee Chair | $15,000 | |
| Compensation Committee member (non-chair) | $7,500 | |
| Nominating & Corporate Governance Chair | $10,000 | |
| Nominating & Corporate Governance member (non-chair) | $5,000 |
Performance Compensation
- Annual equity grants to non-employee directors suspended since 2022 due to low stock price; no equity awards in 2023 or 2024 .
Outstanding Director Option Awards (as of December 31, 2024):
| Grant Date | Options Exercisable (sh) | Exercise Price | Expiration |
|---|---|---|---|
| 1/17/2018 | 13 | $70,762.50 | 1/17/2028 |
| 5/8/2018 | 6 | $13,106.25 | 5/8/2028 |
| 6/5/2019 | 26 | $11,343.75 | 6/5/2029 |
| 5/12/2020 | 26 | $9,487.50 | 5/12/2030 |
| 5/12/2021 | 47 | $2,343.75 | 5/12/2031 |
| 5/4/2022 | 48 | $308.75 | 5/4/2032 |
Notes:
- Policy provides initial and annual option grants of 48 shares, but annual grants have not been made since 2022 .
Other Directorships & Interlocks
| Company | Role | Committee Roles (if disclosed) |
|---|---|---|
| Sera Prognostics (NASDAQ: SERA) | Director | Not specified in EVFM proxy |
| OMIC (NASDAQ: OMIC) | Director | Not specified in EVFM proxy |
| Seraphina Therapeutics | Chair | Not specified in EVFM proxy |
| Truvian Sciences | Chair | Not specified in EVFM proxy |
| Alume; Epic Sciences; Epitel; Pleno Inc. | Director | Not specified in EVFM proxy |
- The Board’s independence determination considered related-party relationships; no familial relationships among current directors and executive officers were disclosed .
Expertise & Qualifications
- Venture and board experience: Managing Partner roles (Domain Associates; Medical Excellence Capital) and multiple life sciences directorships; prior successful investments (Ariosa, Corthera, BiPar, Omniome) .
- Operating/R&D credentials: Former Novartis research director; author of 10 papers and inventor on seven patents .
- Education: B.A. (Northwestern); Ph.D. in Biochemistry and Genetics (Emory) .
- Governance: Chair of Nominating & Corporate Governance Committee; member of Audit and Compensation Committees .
Equity Ownership
| Holder | Beneficial Ownership (sh) | % of Class | Composition/Notes |
|---|---|---|---|
| Kim Kamdar, Ph.D. | 170 | * | Consists of 170 shares acquirable via options within 60 days of Oct 24, 2025; “*” indicates less than 1% of outstanding shares . |
| Shares Outstanding (reference) | 126,685,925 | — | Common shares outstanding as of Oct 24, 2025 (company-wide) |
Policies affecting alignment:
- Hedging/pledging: Directors are prohibited from short sales and derivative transactions; pledging/margining is prohibited absent pre-approval by the Chief Compliance Officer .
Governance Assessment
- Strengths: Independent status with deep life sciences/VC expertise; chairs Nominating & Corporate Governance and serves on Audit and Compensation; Board reports 95% board meeting attendance and 100% committee attendance for committees on which directors served in 2024; independent directors hold executive sessions with each regular Board meeting .
- Alignment considerations: No equity awards were made to non-employee directors in 2023–2024, reducing fresh equity-based alignment; her beneficial ownership is de minimis (<1%) and primarily option-based .
- Process/engagement watchouts: Compensation and Nominating & Governance Committees did not meet in 2024, with only the Audit Committee meeting (4x); as Chair of Nominating & Governance, zero meetings may raise questions on refreshment and evaluation cadence in a challenging period .
- Liquidity/independence optics: Company disclosed ~$0.5 million of unpaid, accrued director fees at year-end 2024, indicating cash constraints; delayed payment of director fees can create perception risks around independence and morale, though it affects all non-employee directors .
- Controls: Company prohibits hedging and most pledging by directors; Board restricts option repricing without shareholder approval under plan terms—both positive governance controls .
RED FLAGS
- Committee inactivity: No meetings in 2024 for Compensation and Nominating & Governance Committees despite ongoing governance responsibilities .
- Accrued unpaid director fees (~$0.5m at 12/31/24): Signals financial strain and potential independence optics risk .