Eloisa Sultan
About Eloisa Sultan
Independent director of Professional Diversity Network (IPDN), appointed April 22, 2025; age 51. Background in clinical liaison, sales/marketing, and clinical education in healthcare; Certified BLS Instructor (American Red Cross). Independent under Nasdaq Rule 5605; current committees: Audit (member) and, since May 26, 2025, Compensation (Chair). Education includes associate-level studies in biology/physiology/nursing (Mira Costa College) and Licensed Nurse through Kaplan University, San Marcos, CA.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Invitrx Therapeutics | Medical liaison; sales & marketing leader; clinical educator | 2017–present | Bridged physicians; developed internal relationships; provided training for patient studies and clinical research |
| Mission Healthcare | Healthcare nurse coordinator; patient advocate; clinical educator | Sep 2014–Aug 2017 | Clinical coordination and education responsibilities |
| San Diego County Hospital | Triage and admissions nurse | Sep 2006–Sep 2009 | Front-line clinical intake and triage |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American Red Cross | Certified BLS Instructor | Not disclosed | Professional certification |
| Public company boards | None disclosed | — | No other public company directorships disclosed in last five years |
Board Governance
- Independence and Board Structure
- Determined independent under Nasdaq Rule 5605; Board’s five members deemed independent as of proxy filing. Chair of the Board is Hao (Howard) Zhang, nominated by shareholder CFL under a stockholders’ agreement; no Lead Independent Director designated given full Board independence.
- Committee Assignments and Activity
- Audit Committee member (as of appointment); Audit Committee held 4 meetings in 2024; Audit Committee report for FY2024 submitted by Long (Leo) Yi (Chair), Eloisa Sultan, and Ge Yi.
- Compensation Committee Chair (appointed May 26, 2025) following Katherine Lauderdale’s resignation. Compensation Committee held 1 meeting in 2024.
- Nominating & Corporate Governance Committee held 1 meeting in 2024 (no assignment for Sultan disclosed).
- Attendance
- In 2024, the Board held 3 meetings; each then-serving director attended at least 75% of Board and committee meetings (pre-dates Sultan’s appointment).
- Shareholder Voting Signal (2025 Annual Meeting, June 12, 2025)
- Strong support for Sultan’s election with minimal withholds.
| Director Election (2025) | For | Withheld | Broker Non-Votes |
|---|---|---|---|
| Eloisa Sultan | 1,122,443 | 1,295 | 210,059 |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | $5,000 | Cash retainer for Board service |
| Audit Committee – member retainer | $1,000 | Cash retainer for committee service (member) |
| Audit Committee – chair retainer | $4,000 | If serving as chair (not applicable to Sultan) |
| Compensation Committee – member retainer | $500 | Cash retainer for committee service (member) |
| Compensation Committee – chair retainer | $1,000 | Chair retainer; Sultan appointed Chair May 26, 2025 |
| Nominating & Corporate Governance – member retainer | $500 | Cash retainer for committee service (member) |
| Nominating & Corporate Governance – chair retainer | $1,000 | Chair retainer |
Sultan’s compensation for 2025 Board service is “commensurate with” other outside directors (implying application of the above program).
Performance Compensation
| Equity Award | Grant Size | Vesting | Performance Metrics |
|---|---|---|---|
| Restricted Stock Units (annual) | $25,000 grant-date fair value | Cliff vest after one year | None disclosed for director RSUs (time-based); no TSR/financial targets specified |
- No director option awards, performance share units, or meeting fees disclosed for 2024/2025 directors.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Sultan |
| Prior public company boards (5 years) | None disclosed for Sultan |
| Committee roles at other public companies | None disclosed |
| Related-party interlocks | None disclosed; no Item 404(a) transactions for Sultan since the beginning of the last fiscal year |
Expertise & Qualifications
- Clinical/medical liaison and education background with Invitrx; prior nursing coordination and triage roles—useful for stakeholder engagement, training, and clinical-process oversight.
- Not designated as the Audit Committee financial expert (that designation is held by Long (Leo) Yi).
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | As-Of Date | Notes |
|---|---|---|---|---|
| Eloisa Sultan | — | <1% | April 15, 2025 | Beneficial ownership per SEC rules; outstanding shares 2,083,285 as of Apr 15, 2025 |
- Vested/unvested breakdown, options, or pledging: not disclosed for Sultan.
- Director stock ownership guidelines: not disclosed.
Governance Assessment
-
Positives
- Independent director; no related-party transactions disclosed under Item 404(a); indicates low conflict risk.
- Rapid integration into governance: Audit Committee member upon appointment and signatory to the 2024 Audit Committee report, signaling active involvement; later elevated to Compensation Committee Chair, enhancing board oversight capacity.
- Strong shareholder support at 2025 annual meeting (over 99.8% of votes cast “For” excluding broker non-votes).
- Board majority independence; published committee charters; routine auditor oversight; stable audit fees; supports baseline governance hygiene.
-
Watch items
- Limited disclosed public-company board experience; elevation to Compensation Committee Chair within about a month of joining may merit monitoring for compensation governance rigor.
- Minimal personal share ownership as of April 15, 2025 (<1%); although annual RSU grants ($25,000) create alignment, lack of disclosed ownership guidelines reduces clarity on long-term “skin in the game.”
- Board Chair nominated by CFL under stockholders’ agreement; continued monitoring of major shareholder influence is warranted, though Sultan’s independence status is affirmed.
-
Say-on-Pay signal: 2025 advisory vote passed with wide margin; frequency set to annual—no immediate investor discontent flagged on pay practices (context for Comp Committee oversight under Sultan’s chairmanship).
No hedging/pledging policies or director-specific clawbacks were disclosed for directors; no related-party transactions identified for Sultan; no legal proceedings mentioned pertaining to her.