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Matthew Posard

Director at HALO
Board

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

OrganizationRoleTenureCommittees/Impact
Illumina, Inc.Various senior commercial and GM roles including VP Global Sales; SVP & GM Translational/Consumer Genomics and New & Emerging Markets2006–2015Part 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 OfficerMar 2015–Apr 2016Molecular diagnostics commercialization leadership
GenePeeks, Inc.President & Chief Commercial OfficerFeb 2017–Apr 2018Led commercial strategy at a genetic research company
Explore DNAFounding PrincipalMar 2016–presentAdvises CEOs of emerging life sciences companies
Biosite, Gen-ProbeSenior commercial rolesNot specifiedHelped establish leading positions in diagnostics; introduced BNP biomarker at Biosite

External Roles

CompanyRoleStatusNotes
DermTech, Inc.ChairmanCurrentPrecision dermatology company (public)
Nautilus Biotechnology, Inc.ChairmanCurrentDevelopment-stage life sciences company (public)
Talis BiomedicalDirectorRecent pastDiagnostics 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)50,000Standard program
Chair of Nominating & Corporate Governance Committee10,000Chair retainer
Audit Committee member15,000Member retainer; Chair is $30,000 (not applicable to Posard)
Board Chair retainer (if applicable)125,000Not applicable to Posard
Total cash fees actually paid to Posard (FY2024)75,000As 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/TermsPerformance Metrics
Annual RSU award250,028Vests 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 award150,009Time-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

CompanyRolePotential Interlock/Conflict Considerations
DermTech, Inc.ChairmanDiagnostics focus; no Halozyme related-party transactions disclosed
Nautilus Biotechnology, Inc.ChairmanProteomics platform; no Halozyme related-party transactions disclosed
Talis BiomedicalFormer DirectorDiagnostics; 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

ItemDetail
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 guidelinesDirectors expected to own ≥5x base Board retainer (5 × $50,000 = $250,000 in stock value) within 5 years; retention until met
Indicative alignmentUsing 12/31/2024 NASDAQ price $47.81, holdings ≈$4.30M (90,049 × $47.81), well above 5x guideline threshold
Hedging/pledgingProhibited 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

ComponentAmount ($)
Fees Earned or Paid in Cash75,000
Stock Options (Grant Date Fair Value)150,009
Stock Awards (RSUs, Grant Date Fair Value)250,028
Total475,037

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)

CommitteeMembershipMeetings
AuditBarbara Duncan (Chair), Jeffrey W. Henderson, Matthew L. Posard5
Nominating & Corporate GovernanceMatthew L. Posard (Chair), Mahesh Krishnan, Moni Miyashita4
CompensationBernadette Connaughton (Chair), Barbara Duncan, Connie Matsui5
Board overall11; 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) .

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