Robert Weinstein
About Robert Weinstein
Robert Weinstein (age 64) is an independent director of PharmaCyte Biotech, Inc. (PMCB) since November 2022, with 30+ years in accounting and finance and recognized as an audit committee financial expert. He holds an MBA in finance and international business from the University of Chicago Booth School of Business, a BS in accounting from SUNY Albany, and is a CPA (inactive) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Synaptogenix, Inc. (Nasdaq: SNPX) | Chief Financial Officer | Oct 2013–present | Senior finance leadership in public biotech |
| Petros Pharmaceuticals, Inc. (Nasdaq: PTPI) | Consultant | Current (dates not specified) | Strategic finance consulting |
| Independent healthcare consultant | Consultant | Sep 2011–present | Advisory across pharma/biotech |
| Green Energy Management Services Holdings | Chief Financial Officer | Mar 2010–Aug 2011 | CFO of energy consulting company |
| Xcorporeal, Inc. | Chief Financial Officer | Aug 2007–Feb 2010 | Led finance through sale to Fresenius Medical USA |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| XWELL, Inc. (Nasdaq: XWEL) | Director | Current | Health & wellness airport retail oversight |
| Oblong, Inc. (Nasdaq: OBLG) | Director | Current | Collaboration tech governance |
Board Governance
- Committee assignments: Audit Committee Chair; Audit Committee members are Weinstein (Chair), Walker, Schechter .
- Independence: All Audit Committee members meet SEC and Nasdaq independence standards; Board determined Weinstein is an “audit committee financial expert” .
- Attendance: FY2023—Board met 9 times, committees met 13 times; no director attended fewer than 75% of combined Board/committee meetings; Audit Committee met 4 times; two directors attended the annual meeting in FY2023 .
- Years of service on PMCB board: Since Nov 2022 .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Cash retainer/fees earned ($) | $18,750 | $180,000 |
| Committee chair fee ($) | Included in fees; legacy quarterly $12,500 per director; chair fees not separately disclosed for FY2023 | Director Compensation Policy: +$10,000 annually per committee chairmanship (policy level; applied company-wide) |
| Director compensation policy—annual cash retainer ($) | $12,500 per quarter (legacy) | $60,000 annual retainer (policy adopted Nov 2023) |
Notes:
- PMCB adopted a non-employee Director Compensation Policy on Nov 17/20, 2023: $60,000 annual cash retainer; $10,000 per committee chair; and option grants detailed below .
Performance Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Option awards (grant-date fair value, $) | $0 | $110,000 |
| Annual option grant policy (grant-date fair value, $) | Legacy program: annual grant of 334 shares + option for 334 shares; fully vested upon grant | $60,000 annual option grant; vests at next annual meeting (service-based) |
| New director option grant policy (grant-date fair value, $) | N/A for Weinstein (appointed Nov 2022; pre-policy) | $50,000 one-time option grant; vests immediately |
| Vesting/COC provisions (Equity Plan) | Minimum 1-year vesting for awards with limited exceptions; no repricing without shareholder approval | Awards accelerate on Change of Control unless assumed; clawback applies per company policy |
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Considerations |
|---|---|---|
| Synaptogenix, Inc. (SNPX) | CFO | Concurrent CFO role may increase time-commitment risk |
| XWELL, Inc. (XWEL) | Director | Different industry; no related-party transactions disclosed involving Weinstein |
| Oblong, Inc. (OBLG) | Director | Different industry; no related-party transactions disclosed involving Weinstein |
| Petros Pharmaceuticals (PTPI) | Consultant | Different industry; no related-party transactions disclosed involving Weinstein |
Expertise & Qualifications
- Financial expert designation (SEC Item 407); Audit Committee Chair .
- MBA—University of Chicago; BS—SUNY Albany; CPA (inactive) .
- Extensive public company finance experience (accounting, investment banking, PE, CFO roles) .
Equity Ownership
| Metric | As of Apr 30, 2024 | As of Sep 15, 2025 |
|---|---|---|
| Options held (total shares) | 99,257; 61,248 vested | 99,257 options included in beneficial ownership |
| Common shares owned (direct/indirect) | Not disclosed | Beneficial ownership: 99,257 (includes options) |
| Ownership % of shares outstanding | — | 1.44% (based on 6,795,779 shares outstanding) |
| Pledged shares | Not disclosed | Not disclosed |
Governance Assessment
- Board effectiveness: Strong financial governance signal with Weinstein as Audit Committee Chair and designated financial expert; Audit Committee met 4x in FY2023 and maintained independence standards .
- Alignment and incentives: Weinstein’s disclosed ownership consists entirely of options (no direct common shares disclosed as of 9/15/2025), which may indicate lower cash-on-the-line alignment versus direct share ownership; option awards are service-based per policy, with annual fair value of $60,000 and FY2024 option grant of $110,000 .
- Compensation structure: Shift to standardized director policy (cash $60k + options $60k; chair +$10k) enhances transparency; equity plan prohibits repricing without shareholder approval and includes 1-year minimum vesting and clawback—positive governance features .
- Attendance & engagement: No director below 75% attendance in FY2023; Audit Committee active; expected attendance at annual meeting noted (2 directors attended) .
- Potential conflicts/RED FLAGS:
- Overboarding/time-commitment risk: Concurrent CFO role at SNPX plus director roles at XWEL and OBLG may strain capacity during complex PMCB financing cycles and oversight demands .
- Limited direct share ownership: Beneficial ownership reflects options rather than direct shares, potentially reducing immediate downside alignment; however, option-based exposure still ties value to PMCB’s share price .
- No related-party transactions disclosed involving Weinstein; Audit Committee reviews/approves any ≥$120k related-party transactions per charter—mitigates conflict risk .
Overall, Weinstein’s financial acumen and audit leadership strengthen PMCB’s oversight, while concurrent external commitments and option-only ownership profile are key monitoring areas for investor confidence.
Appendix: Key Policy References
- Director Compensation Policy (adopted Nov 17/20, 2023): $60k annual cash retainer; +$10k per committee chair; $60k annual option grant (vest at next annual meeting); $50k new director option grant (vest immediately) .
- Equity Incentive Plan (as amended Oct 2025): Minimum 1-year vesting, no repricing without shareholder approval, Change-of-Control acceleration unless assumed, clawback provision .