Steven King
Chief of Sustainable Supply, Ethnobotanical Research and Intellectual Property; Secretary at 
Jaguar Health
Jaguar HealthExecutive
About Steven King
Steven R. King, Ph.D., is Chief of Sustainable Supply, Ethnobotanical Research and Intellectual Property and Corporate Secretary at Jaguar Health. He has served in senior leadership roles at Jaguar/Napo since March 2012 and was promoted to his current role in March 2020; he is 66 years old as of May 13, 2024 . Dr. King holds a Ph.D. and M.S. in Biology from the Institute of Economic Botany of the New York Botanical Garden/City University of New York, and is recognized for work on sustainable harvesting of Croton lechleri (source of crofelemer) . Pay-versus-performance disclosures show severe shareholder value headwinds in recent years: a hypothetical $100 investment fell to $42.54 (2021), $3.55 (2022), and $0.08 (2023), underscoring negative TSR during this period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jaguar/Napo Pharmaceuticals (subsidiary) | SVP, Sustainable Supply, Ethnobotanical Research & IP | 2002–2012 | Built sustainable supply chain for Croton lechleri supporting crofelemer program . |
| Jaguar Health | EVP, Sustainable Supply, Ethnobotanical Research & IP | 2012–Mar 2020 | Led ethnobotany, conservation, and IP activities . |
| Jaguar Health | Chief of Sustainable Supply, Ethnobotanical Research & IP; Secretary | Mar 2020–present | Executive stewardship of sustainable sourcing and IP; corporate secretary responsibilities . |
| Shaman Pharmaceuticals | VP of Ethnobotany & Conservation | Prior to 2002 | Early leadership in ethnobotany and natural-products drug discovery . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Healing Forest Conservatory (non-profit) | Board Member | Current | California not-for-profit public benefit corporation . |
Fixed Compensation
Multi-year reported compensation (Summary Compensation Table):
| Metric (USD) | 2021 | 2022 | 2023 |
|---|---|---|---|
| Base Salary | $308,925 | $342,650 | $352,900 |
| Bonus | $117,000 | $96,385 | — |
| Option Awards (Grant Date FV) | $446,273 | — | — |
| Stock Awards (RSUs, Grant Date FV) | $238,651 | $71,386 | $85,139 |
| All Other Compensation | $54,782 | $49,705 | $53,496 |
| Total | $1,165,631 | $560,126 | $491,535 |
Narrative items:
- Target annual bonus: increased from 30% to 40% of base salary (effective May 14, 2018) per offer letter and subsequent compensation updates . Base salary progressions: $255,000 (2014 offer) → $280,500 (2015) → $290,317 (May 2018) → $300,000 (Nov 2019) → $311,900 (Apr 2021) → $352,900 (Apr 2022) .
Performance Compensation
- 2023 annual cash bonus: $0 (no payout) .
- Equity mix and vesting:
- RSUs: granted Apr 5, 2021; Mar 28, 2022; Aug 14, 2023. RSUs from 2021 and 2022 vest annually over three years; 2023 grant vests annually over two years .
- Options: historical grants vest 1/36th monthly over 36 months; all options and RSUs accelerate upon a change in control .
Detailed incentive framework (as disclosed):
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus | Not disclosed | Not disclosed | Target = 40% of base salary | 2023 payout: $0 | N/A |
| RSUs (4/5/2021) | Time-based | N/A | N/A | Grant-date FV included in SCT | Annual over 3 years; COC acceleration |
| RSUs (3/28/2022) | Time-based | N/A | N/A | Grant-date FV included in SCT | Annual over 3 years; COC acceleration |
| RSUs (8/14/2023) | Time-based | N/A | N/A | $85,139 stock awards value in 2023 SCT (aggregate, company-wide) | Annual over 2 years; COC acceleration |
| Stock Options (historical) | Time-based | N/A | N/A | 2021 had option grant value; none in 2022–2023 | 1/36 monthly; fully vested for listed tranches; COC acceleration |
Plan design allows for performance-based awards at Committee discretion (performance goals can be established), but specific executive performance metrics, weights, and goal outcomes for Dr. King were not disclosed for 2023 .
Equity Ownership & Alignment
Beneficial ownership snapshots and components:
| As-Of Date | Common Shares | Options Exercisable ≤60 Days | Weighted Avg Option Exercise Price | Warrants | Convertible Notes | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|---|---|---|
| May 13, 2024 | 1,144 | 2,395 | $778.54 | — | — | 3,539 | <1% (*) |
| Oct 31, 2025 | 172 | 612 | $32.25 (WAEP) | 3,600 @ $5.43; 7,304 @ $2.70 | 3,766 @ $5.555 conversion price | 15,454 | <1% (*) |
Notes:
- 2025 holdings include instruments with 4.99% beneficial-ownership blockers on conversion/exercise, moderating immediate ownership concentration and potential selling pressure .
- Anti-hedging/pledging: Policy prohibits hedging and pledging or margin loans without prior Compliance Officer approval; no exceptions were approved in the last fiscal year .
Outstanding equity awards (as of Dec 31, 2023):
| Grant/Vesting Start | Options Exercisable | Unexercisable | Exercise Price | Expiration |
|---|---|---|---|---|
| 3/12/2018 | 5 | — | $132,300.00 | 3/12/2028 |
| 6/01/2018 | 8 | — | $42,943.95 | 6/01/2028 |
| 7/24/2019 | 1,543 | — | $389.25 | 7/24/2029 |
| 3/20/2020 | 336 | — | $100.35 | 3/20/2030 |
| 4/05/2021 | 503 | — | $447.75 | 4/05/2031 |
Recent RSU grants:
| Grant Date | Shares Granted | Grant Price | Vesting |
|---|---|---|---|
| 8/14/2023 | 159,168 | $0.53 | Annually over 2 years |
| 3/28/2022 | 1,835 | $39.00 | Annually over 3 years |
| 4/05/2021 | 533 | $448.00 | Annually over 3 years |
Change-in-control treatment: all unvested options and RSUs accelerate and options remain exercisable for one year post-termination under covered events (see Employment Terms) .
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | EVP role since March 2012; promoted to Chief of Sustainable Supply in March 2020 . |
| Offer letter terms | Feb 2014 offer letter; base salary $255,000; target bonus 30% (raised to 40% in 2018) . |
| Current base salary | $352,900 effective Apr 1, 2022; no increase during 2023 . |
| Severance (COC-related) | If terminated without Cause or for Good Reason within 3 months following a change in control: (i) 12 months base salary lump sum or installments, (ii) 12 months COBRA premiums, (iii) vesting acceleration of all unvested options/RSUs; options exercisable for 1 year post-termination; subject to release . |
| Clawback | Dodd-Frank/Nasdaq-compliant clawback policy adopted; recoupment of incentive-based comp upon qualifying restatements . |
| Hedging/Pledging | Prohibited without advance approval; no exceptions granted last fiscal year . |
Compensation Structure Analysis
- Mix shift and risk posture: 2023 compensation had no cash bonus and no option grants; equity value derived from RSUs ($85k) with time-based vesting, lowering performance-at-risk compared to 2021 when options were a significant component ($446k option FV) .
- Underwater option cleanup: Unvested options granted Apr 5, 2021 (exercise price $447.75) were surrendered and cancelled on Dec 27, 2022 for a nominal $300 consideration per NEO, reducing overhang without formal repricing—King cancelled 562 unvested options .
- Pay-for-performance alignment: With TSR negative in 2022–2023 and no 2023 bonus, realized cash incentives appear constrained; however, specific performance metrics, targets, and weighting for bonus/PSUs were not disclosed, limiting transparency on pay-for-performance rigor .
- Change-in-control economics: Double-trigger protection around COC (3-month window) provides 1x salary plus full equity acceleration—meaningfully valuable given legacy option/RSU overhang; may influence retention during strategic processes .
Governance, Committees, and Say-on-Pay Context
- Compensation Committee members include James J. Bochnowski and Jonathan B. Siegel (as of May 2024) .
- Annual “Say-on-Pay” advisory vote agenda disclosed; board recommends approval; detailed vote outcomes not disclosed in the proxy excerpt reviewed .
Risk Indicators & Red Flags
- Equity blockers on warrants/convertibles (4.99% cap) mitigate immediate concentration but imply potential selling overhang as instruments roll off blocker thresholds .
- Heavy historical reliance on high-exercise-price options and multiple reverse stock splits indicate sensitivity of equity awards to share volatility; RSU shift in 2022–2023 reduces risk but also weakens performance linkage absent disclosed metrics .
- Hedging/pledging prohibited and no exceptions—a positive alignment signal .
- Clawback policy in place per SEC/Nasdaq—a governance positive .
Investment Implications
- Alignment: King’s ownership is modest (<1%) with a mix of vested options and market-price-sensitive RSUs; anti-hedging/pledging and a formal clawback policy support alignment, but limited disclosure on actual performance metrics reduces pay-for-performance visibility .
- Retention and potential selling pressure: Full equity acceleration upon COC termination and the presence of warrants/convertibles (subject to a 4.99% blocker) suggest manageable retention risk in strategic scenarios while also creating potential episodic liquidity events as instruments become exercisable/convertible .
- Execution track record vs TSR: Despite decades of domain expertise and supply-chain stewardship for crofelemer, shareholder returns have been severely negative in 2022–2023, implying scrutiny on capital allocation and commercialization progress; 2023 bonus at $0 underscores tight cash incentive alignment in a challenging performance year .
- Pay structure trend: Movement away from options toward time-based RSUs lowers risk for the executive but may dilute incentive potency absent explicit performance conditions; investors may push for clearer performance-based equity (PSUs/targets) tied to revenue, cash flow, or TSR recovery .