Ronald Packard
About Ronald Packard
Ronald Packard, age 61, has served as an independent director of Harvard Apparatus Regenerative Technology, Inc. since April 5, 2023 and has chaired the Audit Committee since joining the board . He is CEO and Founder of Pansophic Learning (founded 2014), and previously founded and led K12 Inc., with prior roles at Knowledge Universe/Knowledge Schools, McKinsey & Company (biotech and semiconductors), and Goldman Sachs (M&A); he holds a BA (UC Berkeley), MBA (University of Chicago Booth), and is a CFA charterholder . The Board has determined he is independent and designated him an SEC “audit committee financial expert” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pansophic Learning | CEO & Founder | 2014–present | Founder/operator of global tech-based education company |
| K12 Inc. (now Stride, Inc.) | Founder & CEO | Prior (dates not specified) | Led IPO on NYSE; revenue compounded near 80% during tenure |
| Knowledge Universe / Knowledge Schools | VP / CEO | Prior (dates not specified) | Ran one of largest early childhood education companies |
| McKinsey & Company | Consultant | Prior | Specialized in Biotechnology and Semiconductors |
| Goldman Sachs | M&A | Prior | Investment banking experience (M&A) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Digital Learning Council | Member | Not disclosed | Policy and advocacy in digital education |
| U.S. DoD Education Advisory Committee | Member | Prior | Advisory service |
| Awards | Various | Prior | EIA James P. Boyle Entrepreneurial Leadership; EY Entrepreneur of the Year (Greater Washington IT Services & Solutions); UChicago Booth Distinguished Alumni; US Distance Learning Outstanding Leadership |
Board Governance
- Independence: Board determined Mr. Packard is “independent” under Nasdaq rules (company not listed on Nasdaq) .
- Role: Audit Committee Chair since April 5, 2023; Audit Committee comprised entirely of independent directors (Packard, Shmerling, Sanchez) .
- Attendance: Board held 13 meetings in 2024; each director attended at least 75% of Board and committee meetings; all directors attended the 2024 annual meeting; non-employee directors meet regularly in executive sessions . In 2023, the Board held 14 meetings; each director attended at least 75%; all directors attended the 2023 annual meeting .
- Audit Committee activity: Met 4 times in 2024; oversees financial reporting, internal controls, auditor independence and pre-approves services; delegated pre-approval authority to its Chair for non-audit services with aggregate fees ≤ $10,000 .
- Governance enhancements: Board proposed declassifying the board over three years to annual elections by 2028 and enabling stockholders holding ≥35% voting power (with one-year holding by proponent) to request special meetings—both requiring 75% vote; rationale cites stockholder preferences and best practices .
| Governance Metric | 2023 | 2024 |
|---|---|---|
| Board meetings held | 14 | 13 |
| Director attendance threshold | ≥75% for all directors | ≥75% for all directors; all attended annual meeting |
| Audit Committee meetings | 4 | 4 |
Fixed Compensation
| Component (USD) | 2023 | 2024 |
|---|---|---|
| Fees earned or paid in cash | $0 | $0 |
| Option awards (grant-date fair value) | $70,000 | $45,000 |
| Total | $70,000 | $45,000 |
- Director pay structure: Non-employee directors receive stock options in lieu of cash fees; initial grant value $25,000 (vests quarterly over one year); annual grants valued at $20,000 and $25,000 (both vest quarterly over one year) .
- Amended policy (contingent): If a qualifying private placement with ≥$10M gross proceeds occurs, Chair of the Board and Audit Chair each receive 30,000 options and other directors 20,000 options upon appointment and annually (vesting quarterly over one year) .
Performance Compensation
- Director equity awards vest based on time (quarterly over one year); no performance-metric linkage disclosed for director equity grants .
- Outstanding director options (as of year-end): Packard had 17,927 options outstanding at 12/31/2023 and 36,346 at 12/31/2024 .
| Equity Metric | 2023 | 2024 |
|---|---|---|
| Aggregate number of stock options outstanding (#) | 17,927 | 36,346 |
| Vesting mechanism | Quarterly time-based | Quarterly time-based |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed for the past five years in the director biography; prior roles include leading K12 Inc. (public) as CEO, not as a current director . |
| Private/industry roles | CEO & Founder, Pansophic Learning; member, Digital Learning Council; prior DoD education advisory service . |
| Interlocks/conflicts | No shared directorships or related-party transactions involving Mr. Packard disclosed; the only disclosed related-party transaction was a 2024 bridge loan from the CEO to the company, repaid in cash (not involving Packard) . |
Expertise & Qualifications
- Financial oversight: Designated SEC “audit committee financial expert”; capable of reading and understanding fundamental financial statements .
- Education & credentials: BA (UC Berkeley), MBA (Chicago Booth), CFA; extensive leadership and CEO experience with finance, accounting and operations .
- Industry breadth: Education technology and services; consulting exposure to biotechnology and semiconductors .
Equity Ownership
| Ownership metric | Apr 22, 2024 | Apr 21, 2025 |
|---|---|---|
| Beneficially owned shares (incl. options exercisable within 60 days) | 16,110; <1% of shares outstanding | 33,795; <1% of shares outstanding |
| Composition detail | Options exercisable within 60 days: 16,110 | Options exercisable within 60 days: 33,795 |
| Anti-hedging policy | Hedging and short sales prohibited for directors and officers |
Insider Trades and Filings
| Date | Event | Filing status |
|---|---|---|
| Apr 12, 2023 | Stock option grant (director grant date) | Form 4 filed May 2, 2023; noted as a late filing |
| Jun 27, 2024 | Stock option grant to independent directors | Form 4s filed July 15, 2024; noted as late filings for independent board members |
Governance Assessment
-
Positives:
- Independent director with deep CEO and finance experience; serves as Audit Committee Chair and SEC “financial expert” .
- Strong engagement with ≥75% meeting attendance, regular executive sessions, and active Audit Committee oversight including pre-approval controls .
- Governance modernization proposals (board declassification; stockholder special meeting rights) align with investor-friendly practices and annual accountability .
- Anti-hedging policy for directors/officers .
-
Watch items / potential red flags:
- Low personal ownership (<1% beneficial) may signal limited alignment; equity exposure primarily via options .
- Late Section 16 filings for director grants (2023, 2024), which can be viewed as a compliance lapse, though administrative in nature .
- Compensation Committee and Governance Committee did not hold formal meetings in 2024 (actions by written consent), which may indicate lighter committee-level engagement depending on Board oversight structure .
- Audit reports in recent years included a going-concern explanatory paragraph for the company (enterprise risk context for Audit Chair oversight) .
Overall, Packard’s audit leadership, independence, and financial expertise support board effectiveness, while low ownership and minor filing timeliness issues warrant monitoring for alignment and compliance discipline .