Kristin Patrick
About Kristin Patrick
Kristin Patrick, 54, has served as an independent director of Niagen Bioscience (NAGE) since April 2022. She is Chair of the Nominating & Corporate Governance Committee and a member of the Audit Committee, bringing deep consumer marketing expertise from senior roles at global brands; she holds a B.A. from Emerson College and attended Southwestern University, and is a Brandweek “Next Gen Marketer” and Reggie Award recipient . The Board affirms her independence under Nasdaq rules, and directors (including Patrick) met the minimum 75% attendance threshold in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PepsiCo (brand Pepsi) | Global Chief Marketing Officer | Jun 2013–Jan 2019 | Led global brand strategy and campaigns |
| Claire’s Inc. | EVP & Chief Marketing Officer | Mar 2021–May 2024 | Oversaw brand and growth initiatives |
| Playboy Enterprises | Chief Marketing Officer | Oct 2011–Jun 2013 | Brand repositioning and marketing strategy |
| William Morris Endeavor | EVP, Marketing Strategy | Jan 2010–Oct 2011 | Strategic marketing across entertainment |
| Liz Claiborne’s Lucky Brand; Walt Disney; Calvin Klein; Revlon; NBCUniversal; Gap | Senior marketing positions | Not disclosed | Built cross-industry consumer brand expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| LVMH, Marc Jacobs | President, CMO | May 2024–present | Senior operating role in fashion/luxury |
| Super League Gaming (NASDAQ: SLGG) | Independent Director | Nov 2018–present | Public company directorship; committee roles not disclosed |
Board Governance
- Independence: Board determined Patrick is independent under Nasdaq standards .
- Committee assignments:
- Nominating & Corporate Governance: Chair; 3 meetings in 2024 .
- Audit: Member; 4 meetings in 2024 .
- Attendance: Board held 4 meetings; each director attended at least 75% of Board and committee meetings in 2024 .
- Board leadership: Affiliated Chairman (Frank Jaksch Jr.) with Lead Independent Director (Steven Rubin) structure; independent oversight through executive sessions .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $40,000 | Standard non-employee director retainer |
| Committee chair fee (Nominating & Gov) | $10,000 | Chair fee per policy |
| Audit Committee member fee (non-chair) | $10,000 | Member fee per policy |
| Total cash earned (FY2024) | $60,000 | As reported in Director Compensation table |
Performance Compensation
| Grant Type | Grant Date | Shares/Options | Exercise Price | Vesting | FY2024 FV |
|---|---|---|---|---|---|
| Annual stock option | 06/20/2024 | 20,000 | $2.71 | 100% vests on 1st anniversary, subject to service | $36,319 |
| Aggregate options outstanding (12/31/2024) | — | 77,000 | — | Various prior grants | — |
No director performance metrics (TSR, revenue, EBITDA, ESG) are tied to Patrick’s director equity; awards are time-based per policy .
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| Super League Gaming (SLGG) | Independent Director | No NAGE-related interlocks disclosed . |
| LVMH Marc Jacobs | President, CMO | Operating role; no NAGE related-party transactions disclosed . |
Expertise & Qualifications
- Consumer brand leadership across retail, entertainment, fashion, and CPG; Brandweek “Next Gen Marketer” and Reggie Award recipient .
- Education: B.A. Emerson College; attended Southwestern University .
- Board qualification: Marketing expertise supporting go-to-market and growth initiatives for NAGE .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Options Exercisable ≤60 days | Notes |
|---|---|---|---|---|
| Kristin Patrick | 77,000 | <1% | 77,000 | Beneficial ownership per proxy (78,684,309 shares outstanding) |
| Stock ownership policy (directors) | Two times annual base retainer | — | — | All current directors are in compliance or within deadline as of 12/31/2024 |
| Hedging/shorting | Prohibited | — | — | Insider Trading Policy bans hedging/shorting; pre-clearance required |
| Pledging | Not disclosed | — | — | No pledging disclosed; policy focuses on hedging/shorting |
Insider Trades
| Date (Trade) | Filing Date | Ticker | Type | Shares | Price | Post-Trade Direct Holdings | Source |
|---|---|---|---|---|---|---|---|
| 08/23/2024 | 08/26/2024 | CDXC (pre-rename) | Sale after option exercise (Sale+OE) | 23,000 | $3.57 | 0 | |
| 06/24/2025 | 06/26/2025 | NAGE | Form 4 filed (details in EDGAR) | — | — | — |
Note: The 2024 Form 4 reflects ChromaDex’s prior ticker (CDXC) before the corporate rename to Niagen Bioscience (NAGE). See EDGAR for June 2025 transaction specifics .
Governance Assessment
- Strengths:
- Independent director; chairs Nominating & Governance and sits on Audit, supporting board refresh, ESG oversight, and financial reporting rigor .
- Compliance infrastructure: updated clawback policy (Oct 2, 2023), insider trading restrictions, and ownership guidelines; Compensation Committee uses independent consultant (Exequity) and concluded pay programs are not likely to create material risk .
- Attendance met thresholds; committee activity consistent (Audit 4; Nominating 3; Board 4 meetings) .
- Potential concerns / RED FLAGS:
- Low direct share holdings; beneficial ownership entirely via options (<1%), with a 2024 sale following option exercise indicating limited “skin-in-the-game” beyond standard director equity .
- Significant outside operating role (President/CMO at LVMH Marc Jacobs) could pose time-commitment risks, though not a disclosed conflict with NAGE’s business model .
- Historical related-party exposure existed through Watson sales tied to former major shareholder; now ceased as a related party (continues as a commercial partner) — oversight remains important to avoid future conflicts .
Context: 2024 say-on-pay (executive) approval exceeded 96%, suggesting broader shareholder support for compensation governance; not directly about directors but reflects overall governance environment .
Director Compensation Detail (FY2024)
| Name | Cash Fees | Option Awards (ASC 718) | Total |
|---|---|---|---|
| Kristin Patrick | $60,000 | $36,319 | $96,319 |
| Policy Element | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $40,000 | Standard fee |
| Nominating & Gov Chair fee | $10,000 | Chair premium |
| Audit member fee (non-chair) | $10,000 | Member fee |
| Annual option grant | 20,000 options | One-year cliff vest; strike = FMV at grant |
| Initial election option grant | 40,000 options | Three-year vest; strike = FMV at grant |
Related-Party Transactions (Exposure Summary)
- Watson exclusivity agreement: $8.7M in product sales (Jan 1–Aug 20, 2024); Watson ceased being a related party after Aug 20, 2024; Audit Committee oversight per related-person policy .
- Nestlé Health Science supply agreement: Deferred revenue recognition ($732k recognized in 2024; $2.6M balance at 12/31/2024) under Item 404(a) threshold monitoring; not a principal shareholder or affiliate .
- Company maintains written related-person policy and indemnification agreements for directors .
Compensation Structure Analysis (Signals)
- Director pay mix remains primarily time-based option awards plus fixed cash; no performance metrics tied to director equity (lower pay-for-performance alignment at board level, standard for small-cap governance) .
- Equity usage and dilution overseen via shareholder-approved 2017 Plan amendments; additional 4.75M shares added in 2025 with S-8 filing confirmation .
Equity Ownership Guidelines & Compliance
| Role | Guideline | Compliance Status |
|---|---|---|
| Board members | 2x annual base retainer | All current directors in compliance or within deadline as of 12/31/2024 |
Governance Quality Summary
- Board effectiveness supported by independent committees, clear charters, and robust policies (clawback, insider trading, ownership) .
- No legal proceedings disclosed for directors/officers in the past 10 years .
- Ongoing monitoring advisable for director ownership alignment and external time commitments; no direct related-party or hedging/pledging issues are disclosed for Patrick .