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Matthew Pulisic

Chief Financial Officer at GENELUX
Executive

About Matthew Pulisic

Matthew Pulisic, M.B.A., is Chief Financial Officer of Genelux (GNLX), serving since January 2025; he is 41 years old and holds an M.B.A. in finance from California Lutheran University and a B.S. in Biochemistry & Molecular Biology from the University of California, Santa Cruz . Before joining GNLX, he was Vice President of Finance at Arrowhead Pharmaceuticals (2020–2025), led FP&A and operational improvements including establishing a commercial manufacturing facility; earlier roles include Head of Finance for Global Product Development/R&D/Global Marketing & Sourcing at HARMAN (2019–2020) and multiple finance leadership roles at Amgen after starting as a Research Associate (2006–2019) . His 2025 compensation structure includes a $410,000 base salary with a target annual bonus up to 40% of salary based on Board‑determined performance goals, plus a 275,000‑share stock option inducement grant; specific bonus performance metrics and payout outcomes were not disclosed in the filings reviewed . Company filings disclose broad clawback coverage (SOX 304 and Dodd‑Frank policy) and a strict prohibition on hedging and pledging by officers, which supports alignment with shareholders .

Past Roles

OrganizationRoleYearsStrategic impact
Arrowhead PharmaceuticalsVice President of FinanceAug 2020–Jan 2025Shaped financial direction; led planning/analysis; established a commercial manufacturing facility; drove operational improvements through transition to pre‑commercial stage .
HARMAN International (Samsung subsidiary)Head of Finance, Global Product Development, R&D, Global Marketing & SourcingAug 2019–Aug 2020Finance leadership supporting global product/R&D and sourcing functions .
AmgenVarious finance leadership roles; began as Research Associate2006–2019 (finance roles 2007–2019)Commercial Finance, Corporate Finance, Treasury, Finance Director of Amgen Worldwide, Head of Capital Finance .

External Roles

No outside directorships or external board roles were disclosed in the GNLX proxy or Pulisic’s appointment 8‑K; filings note no related‑party transactions or arrangements tied to his selection .

Fixed Compensation

ComponentTerms
Base salary$410,000 per year (effective with appointment) .
Target annual bonusUp to 40% of base salary; Board sets performance goals annually .
Actual cash bonus (most recent year)Not disclosed for Pulisic in reviewed filings .

Performance Compensation

Annual Cash Bonus Design

MetricWeightingTargetActualPayoutNotes
Board‑determined performance goalsNot disclosed40% of base salaryNot disclosedNot disclosedDiscretionary framework set by Board; specific metrics and results not disclosed in appointment 8‑K .

Equity Awards (Inducement/Initial)

Award typeGrant sizeExercise/Grant priceVestingChange‑in‑control (CIC) treatmentSource
Stock option (Inducement)275,000 options$3.95 per share25% vests on first anniversary of Effective Date; remaining 75% in equal monthly installments over 36 months, subject to continuous service100% acceleration of the then‑unvested portion upon CIC (single‑trigger), subject to continuous service through CIC

Notes:

  • Company equity programs include historical use of options and RSUs with standard time‑based vesting; broader plan footnotes describe typical schedules (e.g., 25% at one year then monthly for options; 25% at one year then quarterly for RSUs), but Pulisic’s disclosed award is an option only with the schedule above .

Equity Ownership & Alignment

  • Beneficial ownership table (as of June 30, 2025) lists directors and named executive officers; Pulisic was not included (he was appointed in 2025 and was not a 2024 named executive officer), so individual beneficial ownership and percent‑of‑class were not disclosed in that table .
  • Hedging/pledging: Company policy prohibits short sales, options, hedging transactions, and margining/pledging of company stock by officers and employees, reducing misalignment and leverage risk .
  • Clawbacks: SOX 304 reimbursement potential for CEO/CFO upon misconduct‑related restatements and a Dodd‑Frank‑compliant clawback policy are in place .
  • Plan context: Equity plan history includes multiple plans (2009, 2019, 2022, and a 2023 Inducement Plan); 2022 Plan covers options/RSUs and specifies corporate transaction treatment for awards unless otherwise provided .

Employment Terms

TermTreatment
Employment agreementSets salary, target bonus, and inducement option; standard indemnification agreement executed .
Severance (outside CIC period)If terminated without cause or resigns for good reason: (i) 6 months base salary paid in installments; if Company terminates without cause, full target annual bonus for that year; and (ii) up to 12 months COBRA; subject to release within 60 days .
Severance (during CIC period: 3 months before to 18 months after CIC)If Involuntary Termination during CIC period: (i) lump sum of 12 months base salary plus full target annual bonus; and (ii) up to 12 months COBRA; subject to release within 60 days .
Equity acceleration100% acceleration of unvested inducement option upon CIC (single‑trigger), subject to continuous service through CIC .
Hedging/pledgingProhibited for officers/directors/employees .
ClawbackSOX 304 and Dodd‑Frank‑compliant clawback policy .
Related‑partyNo related‑party transactions or family relationships disclosed for Pulisic .

Compensation Structure Analysis

  • Shift to equity emphasis at hire: Initial package relies on a sizeable option grant with a 12‑month cliff followed by monthly vesting, emphasizing long‑term equity alignment and retention through year one; bonus design is discretionary with Board‑set goals rather than formulaic metrics disclosed publicly .
  • CIC economics: Single‑trigger option acceleration at CIC coupled with 12‑month cash/target bonus protection upon Involuntary Termination in the CIC period concentrates value around strategic events, which can be shareholder‑friendly if it supports objectivity in evaluating transactions but may reduce post‑CIC retention incentives for the option award itself .
  • Governance context: Company‑wide prohibitions on hedging/pledging and robust clawbacks support alignment and risk discipline; note that the company executed an option repricing in 2022 (pre‑IPO) for certain legacy grants, a governance data point for investors to monitor (not specific to Pulisic’s award) .

Performance & Track Record

  • Arrowhead Pharmaceuticals: Led FP&A, established a commercial manufacturing facility, and drove operational improvements during the company’s evolution from clinical to pre‑commercial, indicating operational finance discipline through scale‑up .
  • HARMAN International: Head of Finance for major global product/R&D and sourcing functions, adding complex operational finance exposure .
  • Amgen: Progressed from research to senior finance roles (Commercial Finance, Corporate Finance, Treasury, Finance Director of Amgen Worldwide, Head of Capital Finance), evidencing breadth across strategic and capital roles in large‑cap biotech .

Compensation Committee (context)

  • Compensation Committee members: Mary Mirabelli, John Thomas, James L. Tyree, and John Smither (Chair); all are independent and non‑employee directors; the committee met four times in FY2024 .

Investment Implications

  • Alignment and incentives: The 100% option‑based inducement with a 12‑month cliff and monthly vesting thereafter, plus prohibitions on hedging/pledging and strong clawbacks, are positive for alignment; however, single‑trigger CIC acceleration on the option concentrates realizable value around transactions and less on multi‑year operating metrics absent disclosed formulaic goals .
  • Retention risk and timing: The 25% cliff in year one creates a near‑term retention gate; severance provides six months’ salary (and full target bonus if without cause) outside CIC and 12 months’ salary plus target bonus in the CIC period, which is competitive for small/mid‑cap biotech CFOs and mitigates transition risk through strategic events .
  • Governance watch‑items: Company‑wide option repricing in 2022 (pre‑IPO) is a governance flag to monitor for future equity policy decisions, though not tied to Pulisic’s 2025 award; no related‑party ties or pledging risks disclosed for Pulisic .
  • Track record: Prior roles at Arrowhead/HARMAN/Amgen indicate strong operational finance and capital allocation experience across clinical‑to‑commercial transitions and large‑cap finance, supportive for execution on GNLX’s growth and financing agenda .