Lars Boesgaard
PDS BiotechnologyAbout Lars Boesgaard
Lars Boesgaard, age 55, is Chief Financial Officer and Principal Financial and Accounting Officer of PDS Biotechnology, serving since December 4, 2023. He holds a BS in Business Administration from Copenhagen Business School and an MBA from the Richard Ivey School of Business (Western University, Canada) . As a clinical-stage biotech, PDS’s executive pay emphasizes pipeline and clinical milestones rather than financial metrics; company pay-versus-performance disclosures show TSR and net loss trends over 2022–2024, underscoring the development-stage profile .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Total Shareholder Return (TSR) | 162.96 | 61.36 | 20.12 |
| Net Loss ($USD) | ($40,854,855) | ($42,942,000) | ($37,610,384) |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AM-Pharma B.V. | CFO | Sep 2021 – Aug 2023 | Senior finance leadership at late-stage biotech |
| Columbia Care | CFO | Aug 2018 – Aug 2021 | Led IPO/reverse merger yielding $120M capital infusion; raised $200M public equity/debt |
| Roka Bioscience | Vice President, CFO | Nov 2015 – Jul 2018 | Senior finance roles in publicly traded diagnostics company |
| Insulet; Alexion; Novo Nordisk | Senior finance positions | Not disclosed | Prior senior finance roles at public companies |
External Roles
No public company board positions or external directorships disclosed for Boesgaard .
Fixed Compensation
| Item | Amount/Term | Source |
|---|---|---|
| Base Salary | $420,000 (annual, subject to Board adjustment) | Executive Employment Agreement (11/28/2023) |
| Target Bonus | 40% of base salary (annual; requires employment through period end) | Executive Employment Agreement |
| Actual Bonus Paid | Not disclosed for Boesgaard (not an NEO in 2024 SCT) | DEF 14A 2025 |
Note: 2024 Named Executive Officers (NEOs) were CEO, CMO, COO; CFO was not included in SCT disclosures for 2024 .
Performance Compensation
- Annual incentive determinations are based on corporate performance objectives set at the beginning of the year, emphasizing clinical milestones for lead candidates, R&D milestones for early-stage programs, and other business objectives; equity grants (primarily options) are intended to incentivize long-term value creation and align interests with shareholders .
- Specific CFO bonus metrics, weightings, targets, and payouts are not disclosed for 2024 under SRC reporting .
Equity Ownership & Alignment
| Ownership Component | Quantity | % of Common | Notes |
|---|---|---|---|
| Beneficial Ownership (total) | 75,000 | <1% | Entirely options exercisable within 60 days of April 17, 2025 |
| Common Shares (direct) | 0 | — | No direct share holdings disclosed |
| Options – Exercisable ≤60 days | 75,000 | — | Included in beneficial ownership under SEC rules |
| Equity Award Type | Grant Details | Vesting | Term/Exercise |
|---|---|---|---|
| Inducement Stock Options | 200,000 options granted under Nasdaq Rule 5635(c)(4) inducement plan; exercise price at fair market value on grant date | 25% on first anniversary; remaining 75% vests in 36 equal monthly installments thereafter, subject to service | Options generally at least FMV; company plan standard terms include up to 10-year option term; exercise price ≥ 100% FMV |
Policies affecting alignment and selling pressure:
- Clawback/recoupment: Awards subject to company clawback policies and as required by law .
- Transfer/pledging: Awards cannot be pledged, encumbered, or transferred, with limited exceptions; exercisable only by participant during life .
- Lock-up agreements: Directors and executive officers agreed to 60-day lock-ups following the February 26, 2025 offering, and again following the November 11, 2025 offering, limiting near-term selling .
Employment Terms
| Provision | CFO Terms | Source |
|---|---|---|
| Start Date | Effective December 4, 2023 | 8-K 11/28/2023 |
| Non-Compete/Non-Solicit | Customary covenants; invention assignment | 8-K |
| Severance (no cause / good reason, after 90 days) | 12 months base salary + up to 12 months COBRA reimbursement | 8-K |
| Change-of-Control (CFO-specific) | Not specifically disclosed; plan-level CoC provisions permit vesting/settlement/assumption/cash-out actions at committee discretion | DEF 14A Plan CoC |
| Option Award Terms | Inducement grant of 200,000 options; FMV exercise price; four-year vesting schedule | 8-K |
Investment Implications
- Alignment: Boesgaard’s compensation emphasizes equity options with multi-year vesting, directly linking personal outcomes to long-term share performance and execution milestones; plan clawback and anti-pledging provisions support alignment and governance (reducing hedging/pledging risk) .
- Retention risk: Standard 12-month severance with COBRA suggests market-typical protections but not outsized retention payments; multi-year vesting on inducement options creates continued retention incentives .
- Selling pressure: 60-day lock-ups around capital raises curtail near-term insider sales; ongoing monthly option vesting may introduce periodic potential selling windows, though awards are service-based and subject to exercise economics .
- Execution track record: Prior CFO roles include significant capital markets transactions (Columbia Care IPO/reverse merger $120M; $200M capital raised), indicating capital-raising experience that is relevant given PDS’s ongoing financings and late-stage clinical funding needs .
- Governance and plan mechanics: Equity plan prohibits repricing without shareholder approval, includes recoupment, and provides structured CoC flexibility—generally shareholder-friendly and protective against option repricing red flags .