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Michael Peterson

Director at Ocean Biomedical
Board

About Michael Peterson

Michael L. Peterson (age 62) is an independent director of Ocean Biomedical (OCEA), serving since September 2021 and appointed Audit Committee Chair in October 2024. He holds an MBA from the Marriott School of Management and a BS in statistics/computer science from Brigham Young University, with prior finance roles at Goldman Sachs (VP) and Merrill Lynch (First Vice President) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Lafayette Energy CorpCEO and DirectorSince May 2022Energy operating leadership
Trio Petroleum Corp (NYSE American: TPET)President & CEO; DirectorOct 2023 – Jul 2024; Director Jul 2022 – Jul 2024Led CA assets; board oversight
Nevo Motors, Inc.PresidentDec 2020 – Jun 2023Early-stage EV generator technology; now non-operational
Indonesia Energy Corporation Limited (NYSE American: INDO)Director; Audit Committee ChairSince Feb 2021Audit oversight; chair responsibilities
TRxADE HEALTH, Inc. / Scienture Holdings, Inc (NASDAQ: SCNX; formerly Trxade Group Inc.)Independent Director; Audit Chair; Member Comp & NominatingAug 2016 – May 2021 (Trxade/SCNX); Jan 2023 – May 2024 (TRxADE HEALTH)Multi-committee governance roles
PEDEVCO Corp (NYSE American: PED)CEO; CFO; EVP; PresidentCEO May 2016 – May 2018; CFO Jul 2012 – May 2016; EVP Jul 2012 – Oct 2014; President Oct 2014 – May 2018Energy operating and finance leadership
Aemetis, Inc. (NASDAQ: AMTX)DirectorMay 2006 – Jul 2012Biofuels board role
Nevo Energy, Inc. (NEVE) (formerly Solargen Energy, Inc.)Chairman & CEODec 2008 – Jul 2012Utility-scale solar development
American Institutional PartnersManaging Partner2005 – 2006Venture investment
Merrill LynchFirst Vice President2000 – 2004Private client services division
Goldman Sachs & Co.Vice President (among various roles)Sep 1989 – Jan 2000Capital markets experience

External Roles

OrganizationTickerRoleTenureCommittees
Indonesia Energy Corporation LimitedINDODirector; Audit Committee ChairSince Feb 2021Audit Chair
Lafayette Energy CorpCEO and DirectorSince May 2022

Board Governance

  • Committees: Audit (Chair), Compensation (member), Nominating & Corporate Governance (member). Audit Committee currently composed of Peterson (Chair), Amy Griffith and William Owens; Compensation Committee currently composed of Peterson and William Owens with Amy Griffith as Chair; Nominating Committee currently composed of Amy Griffith and Peterson with William Owens as Chair .
  • Independence: The board identifies Peterson as an independent director under Nasdaq and SEC rules; all current members of Audit and Compensation committees meet Nasdaq independence criteria .
  • Audit committee engagement: Audit Committee held four meetings in FY2024 and the Chair is deemed an “audit committee financial expert” under SEC rules .
  • Charters: Committee charters are available on the company website (Audit, Compensation, Nominating & Governance) .

Fixed Compensation

ComponentAmount/PolicyNotes
Annual retainer (cash)Not disclosedDirectors’ Compensation section provides framework but specific dollar amounts are not presented in the excerpt .
Committee chair feesNot disclosedNo fee detail disclosed; policy under review .
Meeting feesNot disclosedNo fee detail disclosed in proxy excerpt .
Non-Employee Director Remuneration PolicyTo be determined in 2025Board to finalize director remuneration policy during 2025 .

Performance Compensation

Award TypeGrant DateShares/UnitsStrike/TermsFair Value & AssumptionsVestingStatus
Stock Options (Non-Employee Director)Feb 15, 202375,000 options$10.00 strike$3.73 fair value; Volatility 75%; Expected term 6.5 yrs; Risk-free 4%Equal monthly over 3 years, continued board service requiredGranted to each non-employee director; time-based vesting; no performance metrics disclosed .
New equity awards (2024)Nothing granted in 2024 .
  • Change-of-control provisions: The equity plan permits the Compensation Committee to accelerate vesting/exercisability on a Change in Control; may cash out options at fair market value less exercise price .
  • Plan capacity: 2022 Stock Option and Incentive Plan initial share limit 4,360,000 with auto-increase (up to 3% annually); awards may be time- and/or performance-based, but director option grants are time-based .

Performance Metrics Table (Director)

CategoryMetrics Tied to PayDisclosure
Director equityNone specifiedNon-employee director options vest monthly over three years; no revenue/EBITDA/TSR metrics specified .

Other Directorships & Interlocks

CompanyTickerRoleIndustryPotential Interlock Considerations
Indonesia Energy Corporation LimitedINDODirector; Audit ChairEnergy E&PExternal energy governance; OCEA operates in biotech, limited direct commercial overlap .
Lafayette Energy CorpCEO & DirectorEnergyExecutive role in energy; time-commitment consideration alongside OCEA audit leadership .
Trio Petroleum CorpTPETFormer President & CEO; Former DirectorEnergyEnded July 2024; prior energy leadership .
Aemetis, Inc.AMTXFormer DirectorBiofuelsHistorical role .
PEDEVCO CorpPEDFormer CEO/CFO/President/EVPEnergyHistorical executive roles .
Nevo Energy / Nevo MotorsNEVE / —Former Chairman & CEO; Former PresidentSolar / EVHistorical roles .
TRxADE HEALTH / Scienture HoldingsSCNX / MEDSFormer Independent Director; Audit Chair; Committee memberHealthcare/Pharmacy techHistorical governance roles .

Expertise & Qualifications

  • Finance and capital markets credentials: Vice President at Goldman Sachs; First Vice President at Merrill Lynch leading a new private client services division .
  • Operating leadership: Multiple CEO/CFO roles in public energy companies (PEDEVCO, Trio) and cleantech/EV ventures .
  • Audit qualifications: Board determined Audit Committee Chair qualifies as an “audit committee financial expert” .
  • Education: MBA (Marriott School of Management), BS (statistics/computer science, BYU) .

Equity Ownership

HolderTotal Beneficially Owned Shares% of OutstandingComponentsNotes
Michael L. Peterson327,909 <1% Direct: 80,000; Warrants: 200,000 (private placement, exercisable within 60 days of June 2023); Options: 47,909 (exercisable within 60 days of Aug 3, 2023) Options are part of 75,000 director grant vesting monthly over 36 months .
Shares Outstanding (Record Date)140,584,743 Proxy record date context .
  • Pledging/hedging: No pledging or hedging disclosures for Peterson identified in proxy .
  • Ownership guidelines: Not disclosed in proxy .

Governance Assessment

  • Strengths: Independent director; Audit Committee Chair and designated financial expert; Audit Committee met four times in 2024 and issued an audit report recommending inclusion of audited financials; committee charters published; committee independence stated (NASDAQ/SEC) .
  • Alignment: Holds common shares, private placement warrants, and vested director options—creating equity linkage to shareholder outcomes .
  • Watch items:
    • Multiple concurrent external roles (energy sector CEO/director; audit chair at INDO) could elevate time-commitment risk; monitor attendance and committee workload as OCEA stabilizes governance composition .
    • Company-level governance context: OCEA is a “controlled company” under Nasdaq rules and relies on cure periods to fill independent director vacancies, which can affect board independence optics until appointments are completed .
    • Market/structure signals: Board is pursuing a broad-authority reverse split to address Nasdaq minimum bid price deficiency, with associated dilution/liquidity risks highlighted by the company—macro governance environment to monitor but not specific to Peterson .

No director-specific related party transactions involving Peterson are disclosed; related-party items in the proxy largely concern Poseidon Bio (controlled by the Executive Chairman) and licensing arrangements with entities associated with other directors (Elkurt) .

Fixed Compensation

Item2024Notes
Fees earned or paid in cash ($)Not disclosedDirectors’ Compensation table present without dollar detail in excerpt; policy under review .

Performance Compensation

ItemGrantSharesStrikeFair ValueVestingNotes
Non-employee director stock optionsFeb 15, 202375,000$10.00$3.73 (vol 75%, term 6.5 yrs, risk-free 4%)Equal monthly over 3 yearsApplies to each non-employee director; time-based; no 2024 grants .

Other Directorships & Interlocks

CompanyRoleCommittee/Function
INDOAudit Committee Chair; DirectorAudit oversight
Lafayette EnergyCEO & DirectorExecutive leadership

Board Governance

  • Committees and chairs repeated for emphasis: Audit (Chair: Michael Peterson), Compensation (Chair: Amy Griffith; members: Michael Peterson and William Owens), Nominating & Corporate Governance (Chair: William Owens; members: Amy Griffith and Michael Peterson) .
  • Director independence status: Michael Peterson independent under Nasdaq rules .
  • Board meeting attendance rate: Not disclosed in proxy; Audit Committee met 4 times in 2024 .
  • Executive sessions: Not disclosed in proxy .

Equity Ownership

BreakdownSharesNotes
Direct80,000Held of record by Peterson .
Warrants200,000Private placement warrants, exercisable within 60 days of June 2023 .
Options (exercisable within 60 days)47,909Part of 75,000 director option grant .

Governance Assessment

  • Overall: Peterson brings deep finance and energy operating experience and is recognized as an audit committee financial expert, which enhances audit oversight quality .
  • Risks: Company’s controlled status and pending independent appointments should be monitored for committee independence; market remediation via reverse split indicates broader governance/market headwinds not attributable to Peterson individually .