Jeffrey C. Himmelreich
Head of Finance at MAIA
Executive
About Jeffrey C. Himmelreich
Jeffrey C. Himmelreich (age 50) is Head of Finance and the principal financial and accounting officer at MAIA, serving in this role since November 2023 after acting as Director of Accounting and Financial Reporting from September–November 2023 . He holds a B.S. in Accounting (Indiana University of Pennsylvania), an MBA (Penn State University), and an active CPA license in Pennsylvania; he has 20+ years of finance, accounting, and public company reporting experience . The company did not disclose executive-specific TSR, revenue growth, or EBITDA growth targets tied to his pay; annual bonuses are discretionary based on corporate and individual goals and cash management .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MAIA Biotechnology, Inc. | Director of Accounting & Financial Reporting | Sep 2023 – Nov 2023 | Oversight of SEC filings and related financial accounting/reporting matters |
| Microtech Knives, Inc. (private) | Chief Financial Officer | Jul 2021 – Sep 2023 | Led finance for manufacturer; operated as CFO |
| Avadim Health Inc. (private) | Director of Finance & Accounting | Dec 2018 – Jul 2021 | Assisted with SEC filings for a proposed IPO |
External Roles
No external directorships or public company board roles disclosed for Mr. Himmelreich .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Salary ($) | $56,875 | $240,000 |
| Target Bonus (%) | 20% (per employment agreement) | 25% effective Apr 1, 2024 |
| Actual Bonus ($) | $0 (Board determined none paid) | $57,375 (accrued; expected payout in 2025) |
| All Other Compensation ($) | $0 | $9,125 |
- Current base salary increased to $275,000 effective February 1, 2025 .
- Original base salary $210,000 (Aug 30, 2023), increased to $250,000 effective April 1, 2024, and to $275,000 effective February 1, 2025; target bonus increased from 20% to 25% effective April 1, 2024 .
- Employment agreements are generally “at-will” unless noted otherwise .
Performance Compensation
| Incentive Type | Weighting | Target/Framework | Actual | Payout Form | Vesting/Notes |
|---|---|---|---|---|---|
| Annual Cash Bonus | Discretionary; up to 25% of base (2024) | Based on corporate goals, individual objectives, and cash management plan (Board discretion) | 2024: $57,375 (accrued; expected paid in 2025) | Cash | No quantitative performance metrics disclosed for NEOs beyond framework |
The proxy does not disclose specific metric targets (e.g., revenue, EBITDA, TSR) or weightings for Himmelreich’s bonus; decisions are at Board discretion considering corporate and individual goals and cash management .
Equity Ownership & Alignment
- Beneficial Ownership (Record Date: March 24, 2025): 11,563 shares beneficially owned via options exercisable within 60 days; less than 1% of outstanding shares .
- Anti-hedging/pledging policy: Officers/directors are prohibited from hedging and need pre-clearance for pledging; as of December 31, 2024, no executive or director had pledged shares .
- Section 16 compliance: Company reports all required insider filings were timely for fiscal 2024 .
| Beneficial Ownership Detail | Shares | Percent of Class |
|---|---|---|
| Options exercisable within 60 days (beneficial ownership) | 11,563 | <1% |
Outstanding Option Awards (as of Dec 31, 2024):
| Grant Date | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration |
|---|---|---|---|---|
| 09/25/2023 | 4,687 | 10,313 | $1.44 | 09/25/2033 |
| 01/24/2024 | — | 10,000 | $1.41 | 01/24/2034 |
| 04/26/2024 | — | 10,000 | $2.94 | 04/26/2034 |
The proxy does not disclose RSUs/PSUs for Himmelreich; his disclosed equity is in stock options with the above strike prices and expirations .
Employment Terms
- Role/tenure: Head of Finance and principal financial/accounting officer since Nov 2023 . Signs SOX 302/906 certifications and 10‑Q signatures in his capacity as PFAO .
- Agreement: Employment agreement dated Aug 30, 2023; at-will employment .
- Compensation terms: Base salary $275,000 effective Feb 1, 2025; bonus eligibility up to 25% (from Apr 1, 2024) .
- Benefits: Participation in health and welfare plans and 401(k) (company matches); PTO policy includes 3 weeks annual accrued paid time off per his agreement .
- Restrictive covenants: Invention assignment, confidentiality, non-compete and non-solicitation during employment and for 12 months thereafter .
- Indemnification: Individual indemnification agreement and coverage under charter; expense advancement and D&O insurance maintained .
- Non-disclosed or not specified for Himmelreich: Severance protection/multiples; change-of-control triggers or accelerated vesting terms—these are detailed for other executives but not for Himmelreich in the proxy/8‑K .
Performance & Track Record
- SOX certifications: Signed SOX 302 and 906 certifications for Q3 2025 10‑Q as PFAO .
- Legal proceedings: No involvement in specified legal proceedings over the past ten years, per company disclosure .
- Prior execution experience includes SEC reporting oversight and IPO preparation work at Avadim Health Inc. .
Governance Notes
- Board roles: Himmelreich is not a director; therefore no committee memberships, attendance, or director compensation items apply to him .
- Insider trading controls: Anti-hedging and anti-pledging (pre-clearance required); Rule 10b5‑1 plans permitted subject to policy .
Investment Implications
- Alignment: Beneficial ownership is de minimis (<1%) and currently represented by options rather than meaningful direct share ownership, suggesting limited “skin in the game” versus founders/directors with larger stakes . Anti-hedging/pledging policy mitigates alignment risks from derivative or collateralized positions .
- Retention: Base salary uplift to $275k (Feb 2025) indicates management prioritization of finance leadership retention; restrictive covenants (12-month non-compete/non-solicit) provide continuity protections .
- Pay-for-performance: Bonus structure is discretionary and not tied to disclosed quantitative targets, limiting transparency of pay-performance linkage; absence of disclosed severance and change-of-control economics for Himmelreich reduces potential parachute risk but also leaves uncertainty on protections .
- Trading signals: No Form 4 transactions were identified in the cited materials; Section 16 compliance appears timely for 2024, reducing governance overhang from reporting lapses .