Matthew Posard
About Matthew L. Posard
Independent director at Halozyme Therapeutics since 2013 (12 years of service as of 2025). Age 57. He chairs the Nominating & Corporate Governance Committee and serves on the Audit Committee. Posard brings 30+ years of biotech/diagnostics general management and commercialization experience; he is Founding Principal of Explore DNA and previously held senior roles at Illumina (global sales, marketing, GM), Trovagene (Chief Commercial Officer) and GenePeeks (President & CCO). He holds a BA in Management Science from the University of San Diego .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Illumina, Inc. | Various senior commercial and GM roles including VP Global Sales; SVP & GM Translational/Consumer Genomics and New & Emerging Markets | 2006–2015 | Part of executive team that led Illumina to its first $1B in revenue; >$100M sales growth in first year as SVP/GM |
| Trovagene, Inc. | Chief Commercial Officer | Mar 2015–Apr 2016 | Molecular diagnostics commercialization leadership |
| GenePeeks, Inc. | President & Chief Commercial Officer | Feb 2017–Apr 2018 | Led commercial strategy at a genetic research company |
| Explore DNA | Founding Principal | Mar 2016–present | Advises CEOs of emerging life sciences companies |
| Biosite, Gen-Probe | Senior commercial roles | Not specified | Helped establish leading positions in diagnostics; introduced BNP biomarker at Biosite |
External Roles
| Company | Role | Status | Notes |
|---|---|---|---|
| DermTech, Inc. | Chairman | Current | Precision dermatology company (public) |
| Nautilus Biotechnology, Inc. | Chairman | Current | Development-stage life sciences company (public) |
| Talis Biomedical | Director | Recent past | Diagnostics for infectious diseases (public, past) |
Board Governance
- Independence: Board determined Posard is independent under NASDAQ rules .
- Committee assignments (FY2024): Audit Committee member; Nominating & Corporate Governance Committee Chair .
- Board structure: Independent, non-executive Chair (Jeffrey W. Henderson) since May 2022; CEO/Chair split .
- Executive sessions: Independent directors meet in executive session at each regularly scheduled Board meeting .
- Meetings/attendance (FY2024): Board met 11 times; Audit Committee met 5 times; Nominating & Corporate Governance met 4 times; each director attended at least 75% of applicable meetings; all eight then-serving directors attended the 2024 annual meeting .
Fixed Compensation
| Component (FY2024) | Cash ($) | Notes |
|---|---|---|
| Board annual retainer (non-employee director) | 50,000 | Standard program |
| Chair of Nominating & Corporate Governance Committee | 10,000 | Chair retainer |
| Audit Committee member | 15,000 | Member retainer; Chair is $30,000 (not applicable to Posard) |
| Board Chair retainer (if applicable) | 125,000 | Not applicable to Posard |
| Total cash fees actually paid to Posard (FY2024) | 75,000 | As reported |
Program features: cash retainers paid annually; director comp excludes employee directors; equity deferral and cash deferral plans available .
Performance Compensation
| Equity Component (FY2024) | Grant Value ($) | Vesting/Terms | Performance Metrics |
|---|---|---|---|
| Annual RSU award | 250,028 | Vests in full at earlier of next annual meeting or first anniversary of grant, subject to service; accelerated on change in control per plan | None (time-based) |
| Annual stock option award | 150,009 | Time-based; options generally exercisable for 3 years post-service (subject to term) | None (time-based) |
Total FY2024 director comp for Posard: $475,037 (Fees $75,000; Options $150,009; Stock Awards $250,028) .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Considerations |
|---|---|---|
| DermTech, Inc. | Chairman | Diagnostics focus; no Halozyme related-party transactions disclosed |
| Nautilus Biotechnology, Inc. | Chairman | Proteomics platform; no Halozyme related-party transactions disclosed |
| Talis Biomedical | Former Director | Diagnostics; no Halozyme related-party transactions disclosed |
Related-party transactions: The company reports none requiring disclosure since the beginning of the last fiscal year; Audit Committee oversees approval process .
Expertise & Qualifications
- Skills matrix: Medicine & Science; Complementary Business/Industry Segment Expertise; International Business; Human Capital Management; M&A .
- Track record: Led major commercial organizations and launches across Illumina/Biosite/Gen-Probe; scaling organizations; advisory to life sciences CEOs .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of March 4, 2025) | 90,049 shares (includes 20,175 options exercisable within 60 days and 6,501 RSUs vesting within 60 days) |
| % of shares outstanding | <1% per table; implied ≈0.07% (90,049/123,533,310) based on shares outstanding March 4, 2025 |
| Ownership guidelines | Directors expected to own ≥5x base Board retainer (5 × $50,000 = $250,000 in stock value) within 5 years; retention until met |
| Indicative alignment | Using 12/31/2024 NASDAQ price $47.81, holdings ≈$4.30M (90,049 × $47.81), well above 5x guideline threshold |
| Hedging/pledging | Prohibited for directors under Insider Trading Policy |
Governance Assessment
-
Strengths impacting investor confidence:
- Independent status; chairs Nominating & Corporate Governance and serves on Audit—strong governance and risk oversight exposure .
- Consistent engagement: Board/committee cadence; directors ≥75% attendance; independent executive sessions; all directors attended 2024 annual meeting .
- Clear director comp structure with balanced cash/equity; no tax gross-ups; deferral options; equity vesting primarily time-based; change-in-control treatment disclosed .
- High ownership alignment and no pledging/hedging; substantial beneficial ownership .
- No related-party transactions disclosed; Audit Committee oversees related-party reviews .
-
Potential risk indicators and monitoring areas:
- Multiple concurrent public board chair roles (DermTech, Nautilus) may present time-commitment considerations; monitor committee workloads and attendance (company discloses only aggregate attendance levels) .
- Director equity awards are time-based (no performance conditions); while common for directors, investors may prefer stronger at-risk alignment—note substantial personal ownership mitigates this .
-
Signals from shareholder feedback:
- Say-on-pay (executive) support of ~97.9% in 2024 suggests favorable investor sentiment toward compensation governance; Compensation Committee commits to ongoing engagement .
Director Compensation (FY2024) – Detail
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 75,000 |
| Stock Options (Grant Date Fair Value) | 150,009 |
| Stock Awards (RSUs, Grant Date Fair Value) | 250,028 |
| Total | 475,037 |
Program reference (for context): Annual RSU ~$250,000 and options ~$150,000 granted after annual meeting; Board retainer $50,000; Nominating & Corporate Governance Chair $10,000; Audit member $15,000 .
YoY comparison (context): FY2023 total $471,825 (Fees $71,808; Options $150,002; RSUs $250,015) vs. FY2024 total $475,037—largely stable structure with modest fee increase .
Board Governance – Committee & Attendance Snapshot (FY2024)
| Committee | Membership | Meetings |
|---|---|---|
| Audit | Barbara Duncan (Chair), Jeffrey W. Henderson, Matthew L. Posard | 5 |
| Nominating & Corporate Governance | Matthew L. Posard (Chair), Mahesh Krishnan, Moni Miyashita | 4 |
| Compensation | Bernadette Connaughton (Chair), Barbara Duncan, Connie Matsui | 5 |
| Board overall | — | 11; each director ≥75% attendance; all directors attended 2024 annual meeting |
Related Party & Conflicts
- Policy: Code prohibits conflicts; Audit Committee must review and approve any related-party transaction .
- Disclosure: No related-party transactions requiring disclosure since the start of last fiscal year .
Summary Implications for Investors
- Governance quality appears strong: independent leadership, active committees, executive sessions, robust ownership alignment, and no pledging/hedging or related-party issues disclosed .
- Posard’s cross-chair roles and domain expertise (diagnostics/genomics) are additive for Halozyme’s partner-led model; continue monitoring time-commitment balance and any evolving interlocks with customers/suppliers (none disclosed) .