Aaron Freidin
About Aaron Freidin
Aaron Freidin, 46, is Chief Financial Officer of GRAIL, Inc. (GRAL) and has held this role since November 2021 after progressing through senior finance roles at the company since 2016; he is a Certified Public Accountant (inactive) and holds a B.A. in business management from the University of California, Santa Cruz . Company performance during 2024 included selling more than 137,000 Galleri tests and a 45% year-over-year increase in U.S. Galleri revenue, alongside an operational restructure to extend the capital runway into 2028 and continued progress toward a modular PMA submission with completion anticipated in H1 2026 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GRAIL, Inc. | Chief Financial Officer | Nov 2021–present | Senior leadership of finance through spin-off period; ongoing public company CFO responsibilities |
| GRAIL, Inc. | Senior Vice President, Finance | Jan 2021–Nov 2021 | Led finance in late pre-spin period |
| GRAIL, Inc. | Vice President, Finance | Jun 2018–Jan 2021 | Finance leadership for growth and scaling |
| GRAIL, Inc. | Corporate Controller | Aug 2016–Jun 2018 | Built accounting/reporting controls during early scaling |
| Counsyl | VP, Corporate Controller | Not disclosed | Led Accounting, Reporting, Facilities, Procurement |
| Cepheid | Led SEC Reporting and Revenue | Not disclosed | SEC reporting and revenue operations leadership |
| PricewaterhouseCoopers LLP | Managed multinational client service teams | Not disclosed | Cross-functional, multinational client engagement leadership |
External Roles
No external public company directorships or outside roles for Mr. Freidin are disclosed in the proxy’s executive officer section .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $556,154 | $560,000 |
| Target Bonus (% of Salary) | 50% (VCP target; unchanged YoY) | 50% (VCP target; unchanged YoY) |
| Actual Annual Bonus Paid ($) | $242,170 (earned in 2023, paid 2024) | $254,800 (earned in 2024, paid 2025) |
Notes: Annual bonuses are paid under the Variable Compensation Program (VCP) based on pre-established corporate goals (revenue, PMA/reimbursement milestones, clinical study execution, product/platform improvements, cash conservation) .
Performance Compensation
Annual cash incentive (VCP) structure and 2024 outcome:
| Metric Category | Weighting | Target | Actual (Company) | Payout (Aaron Freidin) | Vesting/Payment |
|---|---|---|---|---|---|
| Galleri & other revenue | Not disclosed | Not disclosed | Not disclosed | $254,800 (2024 bonus) | Paid in cash in 2025 per VCP |
| PMA & reimbursement milestones | Not disclosed | Not disclosed | Not disclosed | $254,800 (2024 bonus) | Paid in cash in 2025 per VCP |
| Clinical study execution | Not disclosed | Not disclosed | Not disclosed | $254,800 (2024 bonus) | Paid in cash in 2025 per VCP |
| Product/platform improvements | Not disclosed | Not disclosed | Not disclosed | $254,800 (2024 bonus) | Paid in cash in 2025 per VCP |
| Cash conservation | Not disclosed | Not disclosed | Not disclosed | $254,800 (2024 bonus) | Paid in cash in 2025 per VCP |
Equity award design context:
- Pre-spin Cash-Based Equity Awards (CBEs) were dollar-denominated long-term incentives tied to aggregate equity value and vesting 25% annually over four years; remaining 2024 payouts were set to nominal values as of April 2024 .
- In the spin-off, CBEs and 2024 Transition Retention Awards were converted into RSUs under the 2024 Plan; post-spin, the Compensation Committee granted October 3, 2024 RSUs to enhance retention and address value compression from the conversion (18- and 24-month time-based vesting) .
Equity Ownership & Alignment
Beneficial ownership and near-term vesting:
| Item | Amount |
|---|---|
| Shares held directly | 45,050 |
| RSUs vesting within 60 days of Mar 31, 2025 | 79,966 |
| Total beneficial ownership designation by company | Less than 1% (asterisk) |
| Shares outstanding (for context) | 35,296,858 (as of Mar 31, 2025) |
Outstanding equity awards at FY-end 2024 (RSUs unless noted):
| Grant/Vesting Reference | Units (#) | Market Value ($) | Vesting Schedule |
|---|---|---|---|
| Oct 3, 2024 Post-Spin Award (18-month vest) | 79,460 | $1,418,361 | Vests in full 18 months from Oct 3, 2024 |
| Oct 3, 2024 Post-Spin Award (24-month vest) | 45,840 | $818,244 | Vests in full 24 months from Oct 3, 2024 |
| Apr 30, 2024 Transition Retention Award (12-month vest) | 79,966 | $1,427,393 | Vests in full 12 months from Apr 30, 2024 |
| Mar 6, 2023 Converted CBE (25% annually over 4 years) | 14,006 | $250,007 | 25% on each of first 4 anniversaries |
| Mar 4, 2022 Converted CBE (25% annually over 4 years) | 2,521 | $45,000 | 25% on each of first 4 anniversaries |
| Nov 16, 2021 Converted CBE (25% annually over 4 years) | 3,322 | $59,298 | 25% on each of first 4 anniversaries |
| Aug 18, 2021 Converted CBE (25% annually over 4 years) | 1,703 | $30,399 | 25% on each of first 4 anniversaries |
Alignment policies:
- Hedging of company securities is prohibited for directors, officers, employees, and controlled entities under the Insider Trading Policy; the policy summary does not disclose a pledging prohibition .
- Company-wide clawback policy requires recovery of excess incentive-based compensation following an accounting restatement, subject to impracticability exceptions, per SEC/Nasdaq rules .
Insider selling pressure indicators (near-term supply):
- 79,966 RSUs scheduled to vest by April 30, 2025 (within 60 days of March 31, 2025), increasing deliverable share supply and potentially elevating discretionary sale risk around vest date, subject to blackout/10b5-1 plans .
Employment Terms
| Provision | Base Case Termination (No CIC) | Change-in-Control (CIC) Termination |
|---|---|---|
| Trigger | Terminated without cause or resigns for good reason | Terminated without cause or resigns for good reason within 12 months post-CIC or 3 months pre-CIC |
| Cash Severance | 9 months base salary lump sum | 12 months base salary lump sum |
| Bonus Severance | — | 100% of target bonus under VCP (lump sum) |
| COBRA | Up to 9 months | Up to 12 months |
| Equity | No blanket acceleration (beyond base case terms) | Full accelerated vesting of outstanding unvested equity awards at target for performance-based awards |
| Nature | Single-trigger severance; equity acceleration not automatic | Double-trigger CIC severance with full equity acceleration |
Investment Implications
- Pay-for-performance structure uses an annual cash bonus tied to operational milestones (revenue, PMA/reimbursement, trials, product improvements, cash discipline), aligning the CFO’s incentives with commercialization and regulatory execution that drive value creation .
- Equity alignment is primarily time-based RSUs post-spin; the October 3, 2024 retention grants (18- and 24-month single-tranche vest) indicate management retention focus through 2026, which lowers near-term departure risk but creates potential cliff supply around vest dates .
- Near-term selling pressure could rise around the April 30, 2025 vest (79,966 RSUs), while hedging is prohibited; pledging exposure is not disclosed, which is a monitoring gap for alignment risk .
- CIC economics for the CFO (12 months base + 100% target bonus + full equity acceleration) are moderate and double-trigger, balancing retention with shareholder protections against single-trigger windfalls .
- Company fundamentals in 2024 showed traction (137,000 tests sold; 45% U.S. Galleri revenue growth), and a cost restructure extended runway toward PMA filing, reinforcing the linkage between incentive metrics and progress on commercialization and regulatory milestones under CFO oversight .