Aharon Schwartz
Protalix BioTherapeuticsAbout Aharon Schwartz
Aharon Schwartz, Ph.D., is an independent director of Protalix BioTherapeutics (PLX) who joined the Board in November 2014; he is age 82 as of the 2025 proxy and brings decades of life sciences leadership, including senior roles at Teva Pharmaceutical Industries through 2011 . He holds a Ph.D. in organic chemistry (Weizmann Institute), an M.Sc. (Technion), a B.Sc. (Hebrew University), and a second Ph.D. (2014) in the history and philosophy of science (Hebrew University), underscoring deep scientific and governance credentials . The Board has determined he is independent under NYSE American and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Teva Pharmaceutical Industries Ltd. | Vice President, Head of Teva Innovative Ventures; multiple positions | 1975–2011 | Senior executive experience across R&D/innovation; industry relationships |
| Foamix Pharmaceuticals Ltd. (acquired by Menlo Therapeutics) | Director | May 2015–March 2020 | Board oversight during transition to acquisition |
| Alcobra Ltd. (now Arcturus Therapeutics) | Director | Jan 2013–Nov 2017 | Governance/strategy through rebranding and evolution |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| BiolineRx Ltd. (NASDAQ/TASE: BLRX) | Chairman of the Board | Current | Active public company chair role |
| Independent Consultant | Advisor | Current | Life sciences consulting engagements |
Board Governance
- Independence: The Board determined Schwartz is independent under NYSE American and SEC rules .
- Committee assignments and chair roles:
- Audit & Finance Committee: Member (Chair: Shmuel “Muli” Ben Zvi, Ph.D.) .
- Compensation Committee: Member (Chair: Amos Bar Shalev) .
- Nominating Committee: Member (Chair: Amos Bar Shalev) .
| Committee | Chairman | Members |
|---|---|---|
| Audit & Finance | Shmuel “Muli” Ben Zvi, Ph.D. | Ben Zvi; Amos Bar Shalev; Aharon Schwartz, Ph.D. |
| Compensation | Amos Bar Shalev | Bar Shalev; Ben Zvi; Aharon Schwartz, Ph.D. |
| Nominating | Amos Bar Shalev | Bar Shalev; Eliot R. Forster, Ph.D.; Aharon Schwartz, Ph.D. |
- Attendance & engagement:
- All directors serving during 2024 attended at least 75% of Board and applicable committee meetings; Board met 6x, Audit 4x, Compensation 3x (Nominating did not meet) .
- Schwartz participated in the 2024 annual meeting of stockholders .
- Non-management directors hold formal sessions at least twice per year .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Annual cash retainer (Director, non-chair) | $41,250 | $45,000 |
| Committee membership fees | Not disclosed (—) | Not disclosed (—) |
| Committee chair fees | Not applicable (not a chair) (—) | Not applicable (—) |
| Meeting fees | Not disclosed (—) | Not disclosed (—) |
- Program details: As of Oct 1, 2023, non-employee directors (other than the Chairman) receive $45,000 per year, payable quarterly .
Performance Compensation
| Equity Award | Grant Date | Type | Shares/Units | Exercise Price | Vesting | Grant-Date Fair Value |
|---|---|---|---|---|---|---|
| Annual director equity grant (non-chair) | Oct 1, 2023 | Stock options | 61,676 | $1.66 | 12 equal quarterly tranches over 3 years | $38,660 (Schwartz’s option award FV shown in director comp table) |
| Director equity awards FY 2024 | — | — | — | — | — | No option awards reported for 2024 |
- Company plan performance criteria (used for performance-based awards under the Amended & Restated 2006 Stock Incentive Plan; director awards are typically time-based): increase in share price; EPS; TSR; operating margin; gross margin; ROE; ROA; ROI; operating income; net operating income; pre-tax profit; cash flow; revenue; expenses; EBITDA; economic value added; market share (criteria apply at company/biz unit levels; GAAP-adjusted) .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict |
|---|---|---|
| BiolineRx Ltd. | Current Chairman | No PLX-related related-party transactions disclosed; Board affirms independence |
| Foamix Pharmaceuticals (acquired) | Former Director | Historical role; no current PLX transactions disclosed |
| Alcobra/Arcturus Therapeutics | Former Director | Historical role; no current PLX transactions disclosed |
- Related-party transactions: None disclosed involving Schwartz; the only related-party engagement noted was consulting with Catenion tied to a different director nominee (Christian Elze) in 2023–2024 (~$1.4M), reviewed/approved by the Audit & Finance Committee .
Expertise & Qualifications
- Deep pharmaceutical leadership: Senior Teva executive with innovation/R&D oversight; decades across global life sciences .
- Scientific credentials: Ph.D. organic chemistry (Weizmann), M.Sc. (Technion), B.Sc. (Hebrew University), second Ph.D. in history/philosophy of science (2014) .
- Board experience: Chairs BiolineRx; prior public biotech boards (Foamix; Alcobra/Arcturus) .
Equity Ownership
| Metric | Apr 29, 2024 | Apr 30, 2025 |
|---|---|---|
| Common shares outstanding (beneficially owned) | 174,000 | 174,000 |
| Options exercisable within 60 days | 72,154 | 110,352 |
| Unvested options not vesting within 60 days | 79,522 | 41,324 |
| Total beneficial ownership (shares + near-term exercisable options) | 246,154 | 284,352 |
| Ownership as % of shares outstanding | <1% | <1% |
- Alignment policies: PLX Insider Trading and Blackout Policy prohibits pledging, short sales, options/derivatives, and hedging by directors and officers .
Governance Assessment
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Strengths:
- Independent director with extensive pharma operating and board experience; active committee member across Audit, Compensation, and Nominating .
- Strong engagement record (≥75% attendance in 2024; attended 2024 ASM); non-management executive sessions at least twice annually .
- Clean related-party profile for Schwartz; robust insider compliance policies (no pledging/hedging) .
-
Compensation/Ownership:
- Cash retainer aligned with small-cap biotech norms; 2023 option grant with 3-year time-based vesting supports ownership alignment without performance goal disclosures for directors .
- Beneficial ownership includes both common shares and vested options; position <1% of outstanding shares .
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Watch items:
- Age 82 underscores succession planning importance for Board refresh and committee expertise continuity; current independence and attendance mitigate immediate concerns .
- Broader Board-related-party engagement (Catenion) tied to another nominee was reviewed by Audit Committee; continued vigilance on third-party relationships advisable .
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RED FLAGS: None identified for Schwartz in filings (no related-party transactions; independence affirmed; pledging/hedging prohibited) .