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Tommy Law

Chief Financial Officer and Treasurer at NovaBay PharmaceuticalsNovaBay Pharmaceuticals
Executive

About Tommy Law

Tommy Law (age 39) is NovaBay Pharmaceuticals’ Chief Financial Officer and Treasurer, appointed on August 19, 2025 after serving as Interim CFO & Treasurer since February 2023; he joined NovaBay in December 2019 and previously held roles including Corporate Controller, Assistant Controller, Accounting Manager, and Senior Accountant. He holds a B.S. in Business Administration, Accounting from San Jose State University and serves as principal financial officer, signing the company’s SOX 302 and 906 certifications for the Q3 2025 Form 10‑Q filed November 7, 2025 .

Past Roles

OrganizationRoleYearsStrategic Impact
NovaBay Pharmaceuticals, Inc.Chief Financial Officer & TreasurerAug 2025–presentPrincipal financial officer; executed and certified Q3 2025 Form 10‑Q
NovaBay Pharmaceuticals, Inc.Interim CFO & TreasurerFeb 2023–Aug 2025Led finance through transition period
NovaBay Pharmaceuticals, Inc.Corporate ControllerSep 2022–Jan 2023Responsible for quarterly SEC filings and periodic financial close
NovaBay Pharmaceuticals, Inc.Assistant ControllerApr 2022–Sep 2022Accounting leadership role
NovaBay Pharmaceuticals, Inc.Accounting ManagerJun 2020–Apr 2022Accounting management
NovaBay Pharmaceuticals, Inc.Senior AccountantDec 2019–Jun 2020Senior accounting responsibilities
KP LLC (marketing solutions)Senior AccountantJan 2017–Dec 2019Senior accounting role at marketing solutions company
Hitachi Solutions America, Ltd. (IT)Accounting Manager2012–2015Accounting management at IT company

External Roles

OrganizationRoleYearsEconomics/Notes
PRN Physician Recommended Nutriceuticals (Transition Services Agreement)Consultant (certain services)2025 (four-month term post-close)One-time payment of $85,000 to Mr. Law upon completion of services

Fixed Compensation

ComponentAmountTiming/TermsSource
Base Salary (current)$170,000At-will employment; term through August 19, 2026
Signing Bonus (one-time)$89,250Paid in cash upon appointment as CFO/Treasurer
Retention Bonus (contingent)$170,000Payable if employed through filing of Q3 2025 Form 10‑Q

Historical NEO Compensation

Fiscal YearSalary ($)Bonus ($)All Other Compensation ($)Total ($)
2024170,000 42,500 7,696 (life insurance $896; 401(k) match $6,800) 220,196
2023170,000 0 7,696 (life insurance $896; 401(k) match $6,800) 177,696

Performance Compensation

IncentiveMetricWeightingTargetActual/PayoutVesting/Timing
Annual Performance Bonus (FY2023)Board-set milestones; CEO/Board evaluation; Company financial/product progressDiscretionary25% of base salary$42,500 (paid in 2024)N/A (cash bonus)
Annual Performance Bonus (FY2024)Board-set milestones; CEO/Board evaluation; Company financial/product progressDiscretionary25% of base salary$0N/A (no bonus awarded)
Retention Bonus (2025)Continued employment through Q3 2025 Form 10‑Q filingN/AN/A$170,000 (eligibility contingent; Q3 2025 Form 10‑Q filed Nov 7, 2025)Payable upon Retention Date

The 2025 employment agreement does not set a target bonus percentage; bonus plan eligibility is discretionary and may be paid in fully vested equity at the Compensation Committee’s discretion .

Equity Ownership & Alignment

ItemDetailNotes
Beneficial Ownership (as of Sept 22, 2025)26 shares; <1% of classBased on 6,005,749 shares outstanding; no shares pledged
Stock Ownership GuidelinesNot disclosed
Pledging/HedgingProhibited under Insider Trading PolicyProhibits short sales, margin accounts, pledging or hedging by directors/officers/employees
Vested vs Unvested (RSUs)None disclosedNo RSU grants to NEOs in 2023 or 2024

Options Detail (Outstanding as of 12/31/2024)

Grant DateExercisable (#)Unexercisable (#)Exercise Price ($)Expiration
08/20/202021 0 1,212.75 08/20/2030
06/08/20205 0 1,097.25 06/08/2030

Company equity plan terms: options priced at or above fair market value at grant; max term 10 years (5 years for ISOs to >10% owners); employee options generally vest over four years; as of Q3 2025, no unrecognized compensation for unvested options/RSUs and no option exercises in 2025 or 2024 .

Employment Terms

  • Appointment and role: CFO & Treasurer effective August 19, 2025; previously Interim CFO since February 2023 .
  • Term and employment status: At-will; term continuing until August 19, 2026 .
  • Base pay and bonuses: Base salary $170,000; eligible for discretionary annual bonus determined by the Board based on milestones, evaluation, and company progress (may be paid as fully vested equity) .
  • Retention bonus: $170,000 payable if employed through filing of Q3 2025 Form 10‑Q; condition met by the company’s filing on November 7, 2025 (eligibility per agreement; payment not separately disclosed) .
  • Signing bonus: One-time cash payment of $89,250 upon appointment as CFO .
  • Severance: If terminated without cause or upon term expiration, lump-sum severance equal to current base salary, paid within 60 days; for cause termination provides only earned but unpaid compensation .
  • Equity acceleration and exercise: All outstanding equity awards fully accelerate upon termination without cause or term expiration; option exercise window extended to three years post-termination .
  • Cure period: 30-day cure for termination-for-cause or constructive termination claims .
  • Pledging/Hedging: Company policy prohibits short sales, margin accounts, pledging and hedging transactions by insiders .

Investment Implications

  • Pay-for-performance alignment is limited: no NEO equity grants in 2023–2024 and 2025 bonus plans are discretionary without set performance weightings or targets, reducing line-of-sight alignment to financial metrics .
  • Near-term retention risk moderated: retention bonus contingent on Q3 2025 filing plus modest severance (1x base salary) and equity acceleration upon no-cause termination provide short-term stability, though severance economics are not rich .
  • Skin-in-the-game is minimal: beneficial ownership of 26 shares (<1%) and company policy prohibiting pledging/hedging limit alignment through personal exposure; options outstanding carry high strike prices relative to historical reverse-split levels, with no exercises reported in 2025/2024 .
  • Control/governance context: investors affiliated with the October 9, 2025 transaction were expected to collectively beneficially own ~90% upon approvals and closings, indicating concentrated control that may influence compensation oversight and capital allocation; CFO executed multiple 8‑K signings and served as issuer contact in compliance press communications .

Overall, compensation structure leans cash/discretionary with limited performance equity, minimal ownership alignment, and modest severance, suggesting muted pay-for-performance incentives but adequate near-term retention mechanisms. Continued monitoring of 2026 compensation design, any equity grant resumption, and insider transactions is warranted .