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Christopher Hall

Christopher Hall

Chief Executive Officer and President at PersonalisPersonalis
CEO
Executive
Board

About Christopher Hall

Christopher Hall, age 56, has served as President, Chief Executive Officer, and Director of Personalis since March 2023 (joined October 2022 as SVP, Head of Diagnostics). He previously was CEO of Naring Health (2020–2022) and President/COO/CCO at Veracyte (2010–2019). He holds a B.A. in Political Science and Economics from DePauw University and an MBA from Harvard Business School .
Performance context: Company TSR (value of $100 investment) was $13.88 (2022), $14.72 (2023), and $40.50 (2024); net losses were $(113.3)M, $(108.3)M, and $(81.3)M, respectively . In Q3 2025, revenue declined 44% YoY to $14.5M (from $25.7M), amid shifting enterprise and population sequencing volumes; management highlighted growing clinical adoption (4,388 clinical tests, +26% QoQ, +364% YoY) and active Medicare coverage submissions for multiple indications .

Past Roles

OrganizationRoleYearsStrategic impact
Personalis, Inc.President, CEO, and Director2023–presentLeads pivot toward clinical diagnostics; expanded MRD commercialization via Tempus partnership and Medicare submissions .
Personalis, Inc.SVP & Head, Diagnostics Business2022–2023Built clinical diagnostics foundation ahead of CEO appointment .
Naring Health, Inc.Chief Executive Officer2020–2022Ran medical research services; CEO experience prior to Personalis .
Veracyte, Inc.President, COO, and CCO2010–2019Drove commercial scale-up at a global diagnostics company .

External Roles

OrganizationRoleYearsNotes
Not disclosed in filingsNo current public company directorships disclosed for Hall .

Fixed Compensation

Metric20232024
Base Salary ($)550,000 600,000
Target Bonus (% of salary)80% 90%
Actual Bonus ($)427,000 423,000
Other Compensation ($)3,000 (401k match) 3,000 (401k match)

Notes: 2024 salary up 9.1% YoY; Hall’s target bonus increased from 80% to 90% of salary .

Performance Compensation

Annual Cash Incentive – 2024 Plan Design and Outcome

MetricWeightTarget definition2024 ActualPayout impact
GAAP revenue vs budget60%Annual operating planCompany goal achievement certified at 80% overallOverall payout at 80% of target
Expense reduction vs budget10%Annual operating planIncluded in 80% achievementIncluded
Peer‑reviewed publications (breast, lung, IO)10%SubmissionsIncluded in 80% achievementIncluded
Medicare submissions (1 by Q3; 2 more by year-end)10%Coverage submissionsIncluded in 80% achievementIncluded
CTA agreement entry (minimum value)10%Contract milestoneIncluded in 80% achievementIncluded

Equity Incentives – 2024 Grants (mix and vesting)

Award typeGrant dateSharesVesting / performance conditionExercise price
Service‑based stock option3/15/2024400,00036 equal monthly installments from 3/15/2024$1.61
Performance‑based stock option3/15/2024100,0000–100% vests upon specified reimbursement milestones by 12/31/2025, subject to service$1.61

Additional outstanding CEO option tranches: 3/15/2023 (service‑based) at $2.76 and 10/31/2022 (service‑based) at $2.67, with monthly vesting schedules .

Grant value context: 2024 option awards (grant‑date fair value) $522,460; total 2024 compensation $1,535,960 .

Equity Ownership & Alignment

  • Beneficial ownership: 719,694 shares (<1%). Composition: 65,598 shares held; 654,096 options exercisable within 60 days (as of 3/20/2025) .
  • Policy safeguards: Insider Trading Policy prohibits hedging and pledging (including holding stock in margin accounts) .
  • Clawback: Incentive Compensation Recoupment Policy adopted Nov 1, 2023 (SEC and Nasdaq Rule 5608 compliant) .

Outstanding CEO Equity Detail (selected awards, at 12/31/2024)

GrantVest startExercisableUnexercisableExerciseNotes
Options – 10/31/202210/31/2022148,958126,042$2.6725% at 1 year, then monthly .
Options – 3/15/20233/15/2023233,333166,667$2.7636 equal monthly installments .
Options – 3/15/2024 (service)3/15/2024100,000300,000$1.6136 equal monthly installments .
Options – 3/15/2024 (performance)100,000$1.61Vests 0–100% upon reimbursement milestones by 12/31/2025 .
RSUs – 10/31/202210/31/2022112,500Vests in 4 equal annual installments .

Employment Terms

ScenarioCash severanceCOBRAEquity acceleration
Termination without cause / resignation for good reason (non‑CIC)12 months base salary Up to 12 months None specified (standard plan rules apply)
Double‑trigger within 12 months after a Change in Control12 months base salary + target annual bonus Up to 12 months All unvested equity vests in full; performance awards vest at target

Employment is at‑will; terms per amended and restated offer/severance agreements .

Board Governance

  • Role: Director since 2023; currently a continuing director with term expiring at the 2027 annual meeting (Class II) .
  • Committees: None (not a member of Audit, Compensation, or Nominating and Corporate Governance) .
  • Independence: Not independent due to CEO role; majority of board and all key committees are independent .
  • Leadership structure: Independent Chair (Karin Eastham); Chair and CEO roles separated .
  • Attendance: Board met 16 times in 2024; each director attended ≥75% of applicable meetings .
  • Director compensation: CEO receives no additional fees/equity for board service .

Say‑on‑Pay & Shareholder Feedback

  • 2024 say‑on‑pay approval: ~96.7% of votes cast .
  • 2025 say‑on‑pay vote (counts): For 56,604,799; Against 2,244,133; Abstain 38,126; Broker non‑votes 17,947,097 .

Performance & Track Record

Metric202220232024
TSR – value of $100 investment$13.88 $14.72 $40.50
Net Income (Loss) ($M)(113.3) (108.3) (81.3)

Additional operating context:

  • Q3 2025 revenue $14.5M vs $25.7M in Q3 2024 (−44% YoY); nine‑month 2025 revenue $52.3M vs $67.8M in 2024 .
  • Clinical adoption: 4,388 clinical tests delivered in Q3 2025 (+26% QoQ; +364% YoY); Medicare coverage dossiers submitted for multiple indications .
  • Revenue mix shifting away from enterprise partner volumes (e.g., Natera) toward pharma/clinical and VA MVP task orders; the company remains loss‑making with ample liquidity ($150.5M cash and short‑term investments at 9/30/2025) .

Compensation Structure Analysis

  • Mix and risk: Hall’s at‑risk pay remains significant (annual cash tied to multi‑metric plan; equity focused on options). In 2024 Personalis introduced performance‑based stock options (20% of annual CEO award) tied to reimbursement milestones—tightening pay‑for‑performance linkage vs 2023’s all‑service‑based options .
  • Cash changes: 2024 base salary +9.1% YoY (to $600k) and target bonus increased to 90% from 80%; 2024 bonus paid at 80% of target given 80% corporate goal achievement .
  • Governance protections: Clawback policy adopted (Nov 1, 2023); hedging and pledging prohibited; no tax gross‑ups .
  • Peer benchmarking: 2024 peer set spans 21 diagnostics/tools/biotech names (e.g., Adaptive, CareDx, Castle, Quanterix, Standard BioTools, Veracyte) sized by revenue $35–$500M and market cap up to ~$1B .

Vesting Schedules and Potential Selling Pressure

  • Near‑term vesting: Monthly vest on large 2023 and 2024 option grants; RSUs from 2022 vest annually—creating regular liquidity events through 2027 absent trading windows/blackouts .
  • Change‑in‑control: Full single‑cycle acceleration (at target for performance awards) in a CIC termination scenario could add supply; however, company policy prohibits hedging/pledging and applies a clawback, mitigating misalignment risk .

Equity Ownership & Alignment Snapshot

HolderShares ownedOptions exercisable (60 days)RSUs vesting (60 days)Ownership %
Christopher Hall65,598 654,096 <1%

Policy highlights: No hedging/pledging; recoupment policy in place .

Employment Terms (Severance & CoC)

TriggerCashBenefitsEquity
Without cause / Good reason (non‑CIC)12 months base salary Up to 12 months COBRA Standard plan treatment
CIC + qualifying termination (within 12 months)12 months base salary + target bonus Up to 12 months COBRA Full acceleration; performance awards at target

Board Service Considerations (Dual‑Role Implications)

  • CEO + Director: Hall serves as an inside director, but the board maintains an independent Chair and fully independent committees, reducing combined‑role governance risks .
  • Term and continuity: Director since 2023 with term to 2027, supporting continuity through the clinical commercialization phase .

Investment Implications

  • Pay‑performance alignment is improving: The 2024 introduction of performance‑based stock options tied to reimbursement milestones, a more demanding cash plan, and a clawback policy increase alignment with value creation in MRD reimbursement and commercialization .
  • Retention vs dilution: Substantial unvested monthly‑vesting options and RSUs provide retention but create periodic selling capacity; double‑trigger CIC acceleration could amplify supply in a change‑in‑control scenario .
  • Governance risk mitigants: Independent Chair, independent committees, anti‑hedging/pledging, and a strong 2024 say‑on‑pay (96.7% approval) reduce governance red flags for an insider CEO .
  • Execution watch‑items: Company remains loss‑making with revenue mix in transition; Q3‑2025 showed strong clinical test growth but lower total revenue; progress on Medicare coverage is a key catalyst impacting Hall’s performance equity and potential medium‑term TSR .