Carol Lizak - Chief Financial Officer | Jaguar Health (JAGX) Executive Profile & Compensation

About Carol Lizak

Carol R. Lizak is the Chief Financial Officer of Jaguar Health and has served in this role since April 2021. She previously joined Jaguar in May 2019 as VP of Finance and Corporate Controller, was promoted to Chief Accounting Officer in August 2019 and Senior VP of Finance and Chief Accounting Officer in March 2020. She holds an MBA from Pepperdine University (Graziadio School) and a BS in Business Administration from the University of Santo Tomas. As of July 8, 2025, her age is disclosed as 61. She regularly serves as the company’s Principal Financial and Accounting Officer, signing Sarbanes‑Oxley certifications in annual and quarterly filings. Company performance during her tenure includes 2024 total revenue of $11.689 million (+19.8% YoY) and net loss improvement to $39.251 million from $41.901 million in 2023; Jaguar’s pay‑versus‑performance table shows a $0.01 value for an initial fixed $100 TSR investment in 2024, reflecting significant equity value erosion over recent years.

Past Roles

Organization	Role	Years	Strategic Impact
Zosano Pharma Corporation	Senior Director & Corporate Controller	Nov 2017 – Jan 2019	Led corporate controllership for a public biotech; SEC reporting and controls.
Quantum Secure, Inc.	Controller	Jul 2016 – Aug 2017	Oversaw controllership at an enterprise security software firm.
Alexza Pharmaceuticals, Inc.	Executive Director, Corporate Controller	Sep 2014 – Jul 2016	Managed public‑company reporting, accounting, and controls.
HID Global (subsidiary)	Corporate Controller	~9 years (prior to 2014)	Multi‑year private‑company controllership; process discipline and systems.

External Roles

No external public company directorships disclosed for Ms. Lizak.

Fixed Compensation

Jaguar’s 2025 and 2024 proxy statements identify named executive officers (NEOs) whose compensation is disclosed; the CFO (Ms. Lizak) is not listed among NEOs for 2024 or 2023, and her base salary, target/actual bonus, and equity grant fair values are not itemized in the Summary Compensation Tables.
She serves as Principal Financial and Accounting Officer signing Section 302/906 certifications (indicative of role scope and accountability).

Performance Compensation

No CFO‑specific performance metrics (revenue, EBITDA, TSR) tied to incentive pay are disclosed for Ms. Lizak; the company indicates stock awards to employees/directors have service‑based vesting only.

Equity Ownership & Alignment

Metric	Feb 18, 2025	Oct 31, 2025
Common shares beneficially owned	6,919 (less than 1%)	6,083 (less than 1%)
Stock options exercisable/within 60 days	—	532 options; weighted average exercise price $32.25
Warrants	—	5,400 shares; exercise price $5.43

Company fair market value per share was $2.33 on September 30, 2025; Ms. Lizak’s options ($32.25 WAEP) and warrant ($5.43) were out‑of‑the‑money at that date, implying limited near‑term insider selling pressure from option/warrant exercises.
In a prior PIPE financing (Sept 13, 2021), Jaguar disclosed insider participation; Ms. Lizak invested approximately $20,000, indicating some alignment via personal capital at risk.
No pledging of shares as collateral is disclosed for Ms. Lizak.

Employment Terms

Role/Tenure: CFO since April 2021; previously VP Finance/Controller and Chief Accounting Officer.
Indemnification: Jaguar maintains indemnification agreements with officers/directors to the fullest extent permitted by Delaware law.
Clawback Policy: Jaguar adopted a clawback policy (Exhibit 97 to 2023 10‑K).
Vesting & Change‑of‑Control: Company states stock awards have service‑based vesting; the proxy describes change‑in‑control accelerated vesting for current NEOs, but does not explicitly enumerate CFO terms—no CFO‑specific severance, bonus multiples, or ownership guidelines are disclosed.
Section 16 Compliance: One Form 4 for Ms. Lizak covering two transactions was filed late on April 17, 2024 (administrative compliance note).

Performance & Track Record

Company Metric	2023	2024
Total revenue, net ($000)	9,761	11,689
Net loss ($000)	(41,901)	(39,251)
Net loss attributable to common stockholders ($000)	(41,300)	(38,492)
Value of initial fixed $100 TSR investment ($)	0.08	0.01

G&A detail indicates elevated legal/public securities activity in 2025, consistent with financing complexity in Ms. Lizak’s finance remit; stock‑based compensation decreased due to higher forfeitures/cancellations.
Quarterly revenue trend Q3’25: $3.083 million; nine months $8.276 million; continuing losses and fair‑value adjustments on liabilities/warrants remain material.

Board Governance

Ms. Lizak is an executive officer (CFO) and not disclosed as a director; thus no board committee memberships or director compensation data apply to her.

Investment Implications

Alignment: Direct common share ownership is de minimis (<1%), but her 2021 PIPE participation (~$20,000) signals personal capital commitment; options/warrants currently out‑of‑the‑money reduce immediate selling pressure.
Retention/Contract Risk: Absence of disclosed CFO severance/change‑of‑control economics limits visibility into retention levers; indemnification/clawback policies exist, and awards generally vest on service rather than performance, which may dilute pay‑for‑performance alignment.
Execution Risk: Despite 2024 revenue growth (+19.8% YoY), persistent operating losses and complex financing/warrant activity continue; finance/legal spend rose with public securities transactions in 2025, highlighting capital structure risk during her tenure. TSR metrics in pay‑versus‑performance (2021→2024) indicate severe shareholder value erosion, which can pressure governance and compensation scrutiny.
Trading Signals: With options at $32.25 and warrants at $5.43 versus $2.33 FMV at 9/30/25, insider exercise‑driven selling is unlikely near term; monitor any future RSU releases, financing‑related share issuance, and Section 16 filings to assess potential supply/dilution dynamics.