James Clavijo
About James Clavijo
Chief Financial Officer (principal financial and accounting officer) of Mannatech, effective July 1, 2024, with 25+ years in finance across biotech, medical device, pharma, and technology. Education: BA Chemistry (University of Florida), BA Accounting (University of Nebraska), Master’s in Accounting (Florida International University); former Florida CPA (2000–2011) and U.S. Army officer (13 years) . Company performance under his tenure shows mixed topline but stronger profitability: Q3 2025 net sales $29.2m (−8.1% y/y), gross margin 76.4%, net income $1.9m and diluted EPS $1.01, versus Q3 2024 net loss of $0.3m and EPS −$0.17 . Historical pay-versus-performance TSR context: cumulative TSR index based on a $100 initial investment was 220 (2021), 49 (2022), and 47 (2023), with net loss narrowing in 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CFO Tune | Managing Partner | Jul 2023–Jun 2024 | Advised on restructurings, M&A, capital markets, systems implementation |
| Longeveron (NASDAQ: LVGN) | Chief Financial Officer | May 2019–Jul 2023 | Led commercialization/manufacturing planning; licensing/drug development agreements |
| Aeterna Zentaris (NASDAQ: AEZS) | Chief Financial Officer | Mar 2018–Nov 2018 | Finance leadership during transitional period |
| Guided Therapeutics (OTC: GTHP) | Chief Financial Officer | Not disclosed | CFO experience in medical technology |
| Tri-source Pharma | CFO | Not disclosed | CFO experience in pharma operations |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| U.S. Army | Officer | 13 years (active/reserve) | Leadership and discipline foundation |
| Florida Board of Accountancy | CPA (Florida) | 2000–2011 | License no longer active |
Fixed Compensation
| Component | Amount | Effective Date | Terms |
|---|---|---|---|
| Base Salary | $275,000 | Jul 1, 2024 | Annual base per Executive Employment Agreement |
| Annual Bonus Eligibility | Not disclosed % | Jul 1, 2024 | Eligible for Board-established executive bonus program |
| Relocation Allowance | $15,000 (one-time) | Jul 1, 2024 | Lump sum allowance |
| Benefits | 401k, health, PTO | Jul 1, 2024 | Standard employee benefits |
Performance Compensation
Company Non-Equity Incentive Plan (Context for NEO bonus metrics)
| Operating Profit Target (millions) | NEO Bonus Opportunity (% of Operating Profit) |
|---|---|
| $4.0 | 4% |
| $5.0 | 5% |
| $6.0 | 6% |
| $7.0 | 7% |
| $8.0 | 8% |
| $9.0 | 9% |
| $10.0 | 10% |
Note: 2023 targets were not achieved; no bonuses were paid to NEOs for 2023 . Clavijo is eligible to participate as an executive, but his individual target bonus % and 2024–2025 payouts are not disclosed .
Option Awards
| Grant Date | Type | Shares | Strike | Expiration | Vesting | Change-of-Control |
|---|---|---|---|---|---|---|
| Jul 2024 (on start) | Stock Option (2017 Plan) | 4,500 | Not disclosed | Not disclosed | Not disclosed | Not disclosed |
| Jun 3, 2025 | Stock Option | 10,000 | $10.60 | Jun 3, 2035 | One-third on 6/3/2026, 6/3/2027, 6/3/2028 | Immediate vesting upon change-of-control |
Equity Ownership & Alignment
| Item | Amount | Date/As of | Notes |
|---|---|---|---|
| Direct beneficial ownership (shares) | 14,500 | Aug 28, 2025 (Form 4/A) | After reported option grant correction |
| Shares outstanding | 1,900,930 | Sep 30, 2025 | From Q3 2025 balance sheet |
| Ownership % of outstanding | ~0.76% | Calculated (14,500 / 1,900,930) | Using figures above |
| Options outstanding (key grant) | 10,000 | Jun 3, 2025 | See Performance Compensation table |
| Vested vs unvested | Not disclosed for 4,500; 10,000 vest starts 6/3/2026 | — | 10,000 tranche timeline disclosed; initial grant schedule not disclosed |
| Pledging/Hedging | Not disclosed | — | No pledging disclosure found in proxy or 8-Ks |
| Exec stock ownership guidelines | None for NEOs | Apr 23, 2024 | Company discloses no NEO ownership guidelines |
| Compliance status | Not applicable | — | No guideline to meet |
Employment Terms
- Appointment and Role: Appointed CFO (principal financial officer and principal accounting officer) effective July 1, 2024 .
- Agreement: Executive Employment Agreement executed June 25, 2024; base salary $275,000; bonus eligibility; 4,500-share stock option; $15,000 relocation; benefits eligibility .
- Severance: Entitled to severance if the company exercises early termination or provides notice of intent not to renew; specific multiple or formula not disclosed .
- Non-compete/Non-solicit/Clawback/Tax gross-ups: Not disclosed for Clavijo; company maintains a Code of Ethics; NEO program details provided historically but not specific to Clavijo’s agreement .
- Change-of-control: Equity acceleration applies to the 10,000 option grant (immediate vesting) .
Performance & Track Record
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Net Sales ($USD millions) | $31.7 | $29.2 |
| Gross Profit Margin (%) | 74.5% | 76.4% |
| Net Income ($USD millions) | −$0.3 | $1.9 |
| Diluted EPS ($USD) | −$0.17 | $1.01 |
- Highlights: Improved operating income ($2.0m vs $0.9m), reduced commissions ($10.9m vs $12.2m) and S&A ($9.1m vs $9.8m), cash down to $7.1m from $11.4m year-end 2024 .
- Prior achievements: Led commercialization/manufacturing strategies, licensing/drug development agreements, and advised on restructurings/M&A/capital markets at prior companies .
Risk Indicators & Red Flags
- Insider Selling Pressure: No sales filings identified through Nov 2025; reported insider Form 3 (on appointment) and option grants/Form 4s including amended vesting details .
- Ownership Guidelines: No NEO ownership guidelines—a potential alignment gap vs peers .
- Related Party/Conflicts: Company discloses related party transactions broadly (e.g., directors and associates); no specific related-party transactions tied to Clavijo identified .
Governance & Compensation Committee Context
- Compensation & Stock Option Plan Committee: Independent directors Jobe, Rameson, Seifrick; chaired by Seifrick; responsible for executive compensation design and administration .
- Say-on-Pay: Advisory vote proposal included; general program designed for competitiveness and shareholder value; specific 2024/2025 outcomes not disclosed in reviewed documents .
Investment Implications
- Alignment: Cash comp is modest for a CFO ($275k) with equity-linked incentives; 3-year vesting and change-of-control acceleration create retention plus M&A sensitivity .
- Retention Risk: Severance protection exists if terminated early or not renewed, but magnitude not disclosed; vesting structure defers material realized value until 2026–2028, supporting continuity .
- Trading Signals: No insider sales reported; option grants signal incentive alignment to stock appreciation and potential value from operational improvement, evidenced by profit rebound in Q3 2025 despite sales softness .
- Governance Gap: Absence of NEO stock ownership guidelines and limited disclosure of clawbacks/COC severance terms may be viewed as weaker alignment vs best-practice frameworks .
Data sources: Appointment/terms and employment agreement references ; company performance Q3 2025 ; historical pay-vs-performance TSR ; incentive plan metrics ; insider filings (Form 3, Form 4, Form 4/A) .