Steve Mertens
About Steve Mertens
Steve Mertens is Chief Technology Officer at NeuroOne Medical Technologies, serving since April 2019; he is 62 as of January 21, 2025, with prior senior R&D leadership roles at Nuvaira and Boston Scientific and degrees in Chemical Engineering (University of Minnesota) and an MBA (University of St. Thomas ). During his tenure, NeuroOne’s product revenue grew from $0.17M in FY2022 to $1.95M in FY2023 on the back of Evo sEEG commercialization and OneRF FDA clearance, supporting execution confidence in product development under his technology leadership . Company pay-versus-performance disclosures show TSR of 23 in 2022 and 43 in 2023, contextualizing shareholder outcomes alongside compensation design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nuvaira Inc. | SVP, R&D and Operations | 2012–2018 | Led development of minimally invasive lung denervation technologies . |
| Steve Mertens Consulting, LLC | Principal/Owner | 2018–2019 | Provided new product development engineering and assessment services . |
| Boston Scientific | SVP, R&D | N/D | Guided technologies through product development across cardiology, electrophysiology, peripheral vascular markets . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| University Enterprise Laboratories | Board Director | N/D | Supports innovation ecosystem and lab infrastructure for life sciences startups . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 |
|---|---|---|
| Base Salary ($) | $254,974 | $265,810 |
| Target Bonus (% of Salary) | 25% (offer letter) | 25% |
| Actual Bonus Paid ($) | $50,995 | $66,453 |
Key points:
- Bonuses tied to weighted corporate objectives (regulatory submissions, R&D, financing, commercialization); payout for Mertens was 100% of target in FY2023, demonstrating alignment with disclosed goals .
Performance Compensation
RSUs
| Grant Date | Shares | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|
| Feb 3, 2022 | 41,750 | $87,675 | 50% on first anniversary; remainder in equal monthly installments over 24 months |
| Apr 21, 2023 | 50,000 | $79,500 | 50% on first anniversary (Apr 21, 2024); remainder in equal quarterly installments over 8 quarters beginning Jun 30, 2024 |
Stock Options
| Grant Date | Total Options | Exercise Price ($) | Expiration | Vesting |
|---|---|---|---|---|
| May 13, 2019 | 43,149 | 7.14 | May 13, 2029 | 25% vested immediately; remainder vests monthly over 36 months starting Apr 1, 2020 |
| Jan 27, 2021 | 23,334 (15,556 ex + 7,778 unex as of 9/30/23) | 5.97 | Jan 27, 2031 | 25% on Jan 27, 2022; remainder monthly over 36 months |
Performance bonus framework (FY2023):
| Metric Category | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Regulatory submissions | Not disclosed | Achieve submissions/milestones | Met | 100% of 25% target |
| R&D milestones | Not disclosed | Achieve program milestones | Met | 100% of 25% target |
| Financing goals | Not disclosed | Capital raised/execution | Met | 100% of 25% target |
| Commercialization milestones | Not disclosed | Launch/utilization targets | Met | 100% of 25% target |
Notes:
- Compensation Committee shifted emphasis to RSUs in 2022 to address retention and motivation given underwater options—explicitly citing market volatility and alignment with shareholders .
Equity Ownership & Alignment
| As of | Beneficial Shares | % Outstanding | Breakdown |
|---|---|---|---|
| Jan 25, 2024 | 84,483 | <1% | Includes 1,740 RSUs and 61,135 options vesting within 60 days . |
Additional alignment indicators:
- Insider trading/hedging: Company prohibits hedging (prepaid forwards, swaps, collars, exchange funds) for directors/officers/employees .
- Clawback policy (Nasdaq rule-compliant): Board adopted recovery of erroneously awarded incentive-based compensation for Section 16 officers for restatements; 3-year lookback; no indemnification .
- Pledging: No specific pledging disclosures were noted in proxy materials; insider hedging prohibited .
Option moneyness and potential selling pressure:
- Current bid context: NMTC closed at $0.92 on Jan 3, 2025; Mertens’ options at $1.59–$7.14 are out-of-the-money, reducing near-term exercise/sale pressure .
- RSU vesting cadence (Apr 2023 grant): Quarterly vesting over eight quarters starting Jun 30, 2024 likely creates periodic incremental float; actual selling behavior depends on blackout windows and personal decisions .
Employment Terms
| Term | Summary |
|---|---|
| Employment Start | Appointed CTO effective April 1, 2019 . |
| At-Will Status | At-will employment under offer letter . |
| Base/Bonus at Start | $235,000 base; annual discretionary bonus up to 25% of base . |
| Initial Equity | Option to purchase 43,149 shares at $7.14; 25% immediate vest, remainder monthly over 36 months . |
| IP/Restrictive Covenants | Standard proprietary information, inventions assignment, and non-competition agreement executed by NEOs . |
| Severance/COC | No specific severance or change-in-control benefits disclosed for Mertens in proxy; CEO/CFO/COO terms are disclosed separately . |
Investment Implications
- Pay-for-performance alignment improved via RSUs: The 2022 RSU program explicitly addressed underwater options and retention, suggesting the Compensation Committee’s willingness to rebalance towards time-based equity as market conditions warrant—supportive for talent retention but reduces pure performance leverage versus PSUs/options .
- Near-term selling pressure modest: RSU vesting schedules create predictable periodic supply, but Mertens’ options are OTM at recent prices ($0.92), limiting exercise-driven selling; blackout policies and liquidity needs still matter .
- Ownership alignment: Beneficial ownership <1% with a mix of unvested RSUs and options implies moderate “skin-in-the-game”; company-wide clawback and hedging prohibitions are positives for governance quality .
- Contract risk: At-will employment with no disclosed enhanced severance/COC economics for Mertens could imply higher retention risk if external opportunities arise; however, continuing RSU vesting and ongoing product roadmap execution mitigate near-term departure incentives .
- Equity plan flexibility: The proposed 2025 Equity Incentive Plan allows repricing under certain conditions (with participant consent), which can be a red flag if used aggressively, but also a tool for retention in prolonged dislocations; monitor Compensation Committee actions post-approval .