Seth Yakatan
About Seth Yakatan
Independent director since September 2015; age 54. Partner at Katan Associates, Inc. since April 2001, with prior experience in merchant banking (Union Bank of California) and venture capital (Ventana Growth Funds, Sureste Venture Management). Education: MBA in Finance (UC Irvine) and BA in History and Public Affairs (University of Denver) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Union Bank of California, N.A. (Specialized Lending Media & Telecom) | Merchant banking professional | Pre-2001 (prior to founding Katan Associates) | Banking/credit expertise applied to small-cap financing |
| Ventana Growth Funds | Venture Capital Analyst | Pre-2001 | Early-stage investing, diligence |
| Sureste Venture Management | Venture Capital Analyst | Pre-2001 | Asset monetization exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Katan Associates, Inc. | Partner | April 2001–present | Corporate strategy and finance advisory |
| iSatori, Inc. | Director | September 2014–until completion of FitLife acquisition (date not disclosed) | Joined FitLife board post-acquisition |
Board Governance
- Independence: The Board determined all directors except the CEO are independent; Yakatan is listed as an independent director .
- Board attendance: In 2024 the Board held 4 meetings; each director attended at least 75% of Board/committee meetings for which they were a member. In 2023 incumbents attended 100% across 5 meetings .
| Committee (2025) | Membership | Chair | Meetings (2024) |
|---|---|---|---|
| Audit | Member | No | 4 |
| Compensation | Member | No | 1 |
| Nominating & Corporate Governance | Member | Yes (Chair) | 1 |
| Committee (2024 roster context) | Membership | Chair | Meetings (2023) |
|---|---|---|---|
| Audit | Member | No | 4 |
| Compensation | Member | No | 1 |
| Nominating & Corporate Governance | Member | No (Chair was Lewis Jaffe) | Addressed via full Board (no standalone meetings) |
- Executive sessions: The Board holds independent executive sessions without management as needed .
- Committee independence/interlocks: All committee members are independent; no compensation committee interlocks or insider participation by Company executives .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Board retainer (cash) | $42,500 (increase to $50,000 effective Nov 8, 2023) | $50,000 |
| Committee/Chair fees | Not disclosed | Not disclosed |
| Director Stock Purchase Program | Adopted Aug 29, 2024; requires each independent director to purchase Company shares equal to 20% of annual retainer (i.e., $10,000), quarterly or annually, via compliant trades or 10b5‑1 plan | In effect |
Performance Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Stock awards to non-employee directors | $0 | $0 |
| Option awards to non-employee directors | $0 | $0 |
| Performance metrics tied to director pay | None disclosed | None disclosed |
Other Directorships & Interlocks
| Company | Role | Industry Relationship to FTLF | Notes |
|---|---|---|---|
| iSatori, Inc. | Director | Prior target acquired by FitLife | Service Sep 2014–until completion of acquisition (date not disclosed) |
No additional public-company directorships for Yakatan are disclosed in the proxy .
Expertise & Qualifications
- 25+ years in life sciences business development and corporate finance; supports small-cap and major companies in corporate, financing, and asset monetization objectives .
- Banking and VC experience; governance perspective valuable for audit/compensation oversight .
- Education: MBA (Finance) UC Irvine; BA (University of Denver) .
Equity Ownership
| Date | Shares Beneficially Owned | % of Class |
|---|---|---|
| July 1, 2024 | — (none reported) | * (less than 1%) |
| June 20, 2025 | — (none reported) | * (less than 1%) |
- Pledging/hedging: No pledging disclosed; Company has an Insider Trading Policy applicable to directors .
- Related-party transactions: None involving directors/executives in 2024 .
Insider Trades
| Year | Section 16 Compliance | Notes |
|---|---|---|
| 2023 | All necessary reports timely and current at filing date | No individual Form 4 activity detailed in proxy |
| 2024 | All necessary reports timely and current at filing date | No individual Form 4 activity detailed in proxy |
Governance Assessment
-
Strengths
- Independent director with deep finance/transaction expertise; serves on all three committees and chairs Nominating & Corporate Governance (2025) .
- Board majority independent; committee structures meet Nasdaq/SEC independence requirements .
- Director Stock Purchase Program mandates ongoing ownership (20% of retainer), enhancing alignment .
- Attendance acceptable: ≥75% across Board/committee in 2024; 100% in 2023 for incumbents .
- No related-party transactions; no legal/regulatory issues disclosed for directors .
-
Watch items / RED FLAGS
- Beneficial ownership tables show no shares reported for Yakatan as of both July 1, 2024 and June 20, 2025, despite the adopted Stock Purchase Program—monitor compliance timing and any purchases via 10b5‑1 plans .
- CEO also serves as Board Chair; while common for microcaps, it concentrates authority—mitigated by majority independent Board and committee leadership, including Yakatan’s chair role on Nominating & Governance .
- Limited disclosure of director-specific equity or performance incentives beyond cash retainer, which may reduce explicit pay‑for‑performance linkage at the Board level .
-
Recent board refresh
- 2025 transition replaced Todd Ordal with Shannon Pappas; committee chairs updated (Audit: Lingenbrink; Nominating: Yakatan). Refresh framed as governance-driven, not due to disagreements .
Notes for Investors
- Committee assignments: Yakatan sits on Audit and Compensation, and chairs Nominating & Corporate Governance in 2025; these roles give him influence over director selection and governance policies .
- Engagement: Attendance metrics are adequate; oversight documented via committee meeting counts (Audit 4, Compensation 1, Nominating 1 in 2024) .
- Alignment: Track execution of the Director Stock Purchase Program; Yakatan’s lack of reported ownership in tables warrants follow-up on timing/mechanics of purchases .