Timothy Ramdeen
About Timothy Ramdeen
Independent Class III director of Onconetix, Inc. (ONCO); age 33; appointed to the Board in January 2023 with current term expiring at the 2027 annual meeting . Background spans private equity and hedge funds focused on healthcare and event-driven strategies; founder and managing partner of Dharma Capital Advisors (since June 2022) and co‑founder of Amplexd Therapeutics (women’s health/biotech) . Education: B.S. Biology, Temple University; MBA (Finance), NYU Stern School of Business .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sixth Borough Capital Management | Co‑founder, CIO & Portfolio Manager | Mar 2021 – Mar 2022 | Event-driven hedge fund across private/public equities |
| Altium Capital Management | Sole investment analyst, private capital/special situations desk | Jul 2019 – Mar 2021 | Co-created SPAC/reverse merger efforts; healthcare focus |
| Brio Capital Management | Investment professional | 2017 – 2018 | Small/micro-cap event-driven strategy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Dharma Capital Advisors | Founder & Managing Partner | Jun 2022 – Present | Investment/advisory firm focused on early-stage companies |
| Amplexd Therapeutics | Co‑founder | Since 2022 | Women’s health/biotech; early cervical/HPV cancers |
| Multiple early-stage companies/funds | Corporate advisor/board member | Ongoing | Unspecified private entities |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee member; Chair, Nominating & Corporate Governance Committee .
- Independence: The Board determined all four current directors (including Ramdeen) and the director nominee are independent under Nasdaq rules .
- Attendance and engagement: In FY2024, the Board met 18 times; Audit (5), Compensation (4), Nominating & Corporate Governance (2). Each director attended at least 75% of Board and applicable committee meetings .
- Lead Independent Director: Andrew Oakley serves as Chairman and Lead Independent Director; presides over executive sessions and liaises between independent directors and management .
- Audit oversight: Audit Committee functions include reviewing financial statements, internal controls, major financial risks, and approving related-party transactions . The company disclosed material weaknesses in internal control around 2023–2024 (segregation of duties, expense approvals, related-party identification, ITGCs), elevating the importance of Audit Committee oversight .
Fixed Compensation
| Component | Amount ($) | Period/Notes |
|---|---|---|
| Annual Board retainer (non-employee directors) | 45,000 | Policy retainer |
| Audit Committee member retainer | 10,000 | Policy retainer |
| Compensation Committee member retainer | 7,500 | Policy retainer |
| Nominating & Corporate Governance Committee member retainer | 5,000 | Policy retainer |
| Nominating & Corporate Governance Committee chair premium | 5,000 | Policy retainer |
| Fees earned or paid in cash (actual) | 72,500 | FY2024; reflects Board + Audit + Compensation + Nominating member + Nominating chair |
Notes:
- Director cash retainers are paid quarterly in arrears .
Performance Compensation
| Equity vehicle | Grant date | Shares/Units | Grant-date fair value ($) | Vesting | Performance metrics |
|---|---|---|---|---|---|
| Restricted Stock | Sep 26, 2024 | 39 | 5,120 | Vests Aug 31, 2026 | None; time-based (no disclosed performance metrics) |
| Annual equity policy (non-employee directors) | Annual meeting date | 0.04% of common outstanding | N/A | ~1-year vest; accelerates on death/disability/change of control | None disclosed |
- The company maintains a Nasdaq-compliant clawback policy applicable to certain officers for erroneously awarded incentive compensation after a restatement; no director-specific performance clawback disclosures .
- No director performance metrics (TSR, revenue, EBITDA, ESG, etc.) are disclosed for director equity; awards appear service-based .
Other Directorships & Interlocks
| Company | Public/Private | Role | Committee roles | Interlocks/Conflicts |
|---|---|---|---|---|
| Onconetix, Inc. | Public (Nasdaq) | Independent Director (Class III) | Audit (member); Compensation (member); Nominating & Corporate Governance (chair) | None disclosed |
| Vicarious Surgical (RBOT) | Public | — | — | Not a director (another nominee is CFO there) |
| Other public boards | — | — | — | None disclosed for Ramdeen |
No related-party transactions involving Ramdeen were disclosed in the reporting period; disclosed related-party items involved Altos Venture AG debenture and certain consulting arrangements with other individuals .
Expertise & Qualifications
- Capital markets and healthcare investing experience across hedge funds and private capital; relationships across biotech and medtech ecosystems .
- Scientific foundation (B.S. Biology) with MBA in Finance; not designated as an audit committee financial expert (board identified Simon Tarsh and, if elected, Sarah Romano as financial experts) .
Equity Ownership
| Holder | Total beneficial ownership (shares) | % of outstanding | Composition |
|---|---|---|---|
| Timothy Ramdeen | 659 | <1% | Includes 658 restricted stock awards (unvested; vest Aug 31, 2026) and 1 fully vested option |
Reference data:
- Shares outstanding at record date (Oct 21, 2025): 1,550,010 .
- Company effected a 1-for-85 reverse stock split on June 13, 2025, which may affect historical share counts in prior grant disclosures .
Pledging/hedging: Company has an Insider Trading Policy; no pledging or hedging by Ramdeen disclosed .
Governance Assessment
Key positives
- Broad committee exposure (Audit; Compensation; Chair of Nominating & Corporate Governance) supports board effectiveness and refreshment; independence affirmed by the Board .
- FY2024 attendance met the >=75% threshold across Board/committees, indicating baseline engagement .
- Cash/equity mix is primarily cash with time-based RS equity; FY2024 director mix for Ramdeen: cash $72,500 vs equity $5,120 (approx. 94%/6%), offering some alignment without excessive risk-taking incentives .
Watch items and potential red flags
- Internal control material weaknesses persisted through 2023–2024 (segregation of duties, expense approvals, related-party identification, and ITGCs), elevating Audit Committee oversight expectations where Ramdeen serves; timely remediation will be a key investor confidence signal .
- Frequent leadership and auditor changes (executive turnover; auditor resignation in Oct 2024 and appointment of MaloneBailey in Feb 2025) warrant continued scrutiny of board oversight and stability .
- Beneficial ownership is <1% (659 shares), providing some equity exposure but limited “skin-in-the-game” at current levels; director ownership guidelines were not disclosed .
Overall signal
- Ramdeen’s committee breadth and independence are positives for governance capacity; however, ongoing internal control remediation and organizational stability remain critical execution priorities under the Board’s oversight, including committees where he serves .