Olivia Bloom
About Olivia Bloom
Olivia K. Bloom, 56, is an independent director of Personalis (PSNL) serving since March 2022; she chairs the Audit Committee and is a member of the Compensation Committee . She retired in September 2023 after a 29-year career at Geron Corporation, where she was EVP, CFO, and Treasurer, and previously held roles including Chief Accounting Officer and Controller; she began her career at KPMG and became a CPA in 1994, with a B.S. in Business Administration from UC Berkeley . The Board has affirmatively determined she is independent under Nasdaq standards . Her current Class II board term expires in 2026 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Geron Corporation | EVP, CFO & Treasurer; formerly Chief Accounting Officer and Controller | 29 years; retired Sep 2023 | Led purchasing, IT, and investor relations functions |
| KPMG | Public accounting; CPA earned in 1994 | Early career; CPA 1994 | Foundational audit/accounting expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed in proxy | — | — | No current public-company directorships disclosed for Bloom in 2025 proxy |
Board Governance
- Independence: Board determined Bloom and all non-CEO directors are independent under Nasdaq standards; she is also classified as an “audit committee financial expert” .
- Committee assignments: Audit Committee Chair; Compensation Committee member (appointed effective with the 2024 Annual Meeting) .
- Attendance and engagement: The Board met 16 times in 2024; each director attended at least 75% of Board and committee meetings during their service . Committee meeting counts in 2024: Audit 4; Compensation 4; Nominating & Corporate Governance 4 .
- Board leadership: Independent Chair of the Board (Karin Eastham), with delineated independent oversight structures and executive sessions for independent directors provided in Corporate Governance Guidelines .
Fixed Compensation
| Category | Amount | Notes |
|---|---|---|
| 2024 Cash fees (Bloom actual) | $64,677 | Reflects Board/committee retainers, including Audit Chair and Compensation member roles |
| Board annual retainer (policy, amended Feb 2024) | $40,000 per non-employee director | Paid quarterly in arrears |
| Chair of the Board cash retainer (policy) | $100,000 (in lieu of $40,000 retainer) | For independent Chair role |
| Lead Independent Director cash retainer (policy) | $60,000 (in lieu of $40,000 retainer) | If applicable |
| Audit Committee Chair (policy) | $20,000 | Chair fee in lieu of member fee |
| Audit Committee Member (policy) | $10,000 | Annual cash retainer |
| Compensation Committee Chair (policy) | $15,000 | Chair fee in lieu of member fee |
| Compensation Committee Member (policy) | $7,500 | Annual cash retainer |
| Nominating & Corporate Governance Chair (policy) | $10,000 | Chair fee in lieu of member fee |
| Nominating & Corporate Governance Member (policy) | $5,000 | Annual cash retainer |
Performance Compensation
| Equity Element | 2024 Bloom Option Award Fair Value (actual) | Annual Grant Size (policy as of 2024) | Vesting | Term | Post-termination exercise |
|---|---|---|---|---|---|
| Nonstatutory stock options | $45,810 | 50,000 options at each annual meeting (amended from 40,000) | Annual grants vest on the earlier of 1 year from grant or the day prior to next annual meeting | 10 years | Up to 36 months, subject to conditions and remaining term |
| Initial director option grant | — | 80,000 options at initial appointment | Vest in three equal annual installments over 3 years | 10 years | Up to 36 months, subject to conditions and remaining term |
- Change-in-control: Director options vest immediately prior to effectiveness of change in control, subject to continuous service .
- No performance metrics (e.g., revenue/TSR) are tied to director equity awards; director grants are service-based per the Non-Employee Director Compensation Policy .
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| None disclosed | — | No interlocks or related-party directorships disclosed for Bloom; Audit Committee oversees related-person transactions |
Expertise & Qualifications
- Finance and accounting executive with 29-year tenure at Geron; leadership across purchasing, IT, and IR .
- CPA; designated Audit Committee financial expert by the Board .
- Corporate governance expertise; independence affirmed under Nasdaq rules .
Equity Ownership
| Item | Quantity | Detail |
|---|---|---|
| Shares held directly (Bloom) | 21,015 | As of March 20, 2025 |
| Options exercisable within 60 days | 120,726 | As of March 20, 2025 |
| Total beneficial ownership (shares) | 141,741 | Proxy table total beneficial ownership with composition detailed |
| Shares outstanding | 88,308,207 | Record date March 20, 2025 |
| Ownership % of outstanding | ~0.16% (141,741 ÷ 88,308,207) | Proxy flags “<1%”; calculated proportion based on disclosed totals |
| RSUs/stock units outstanding (12/31/2024) | 3,415 | Director table as of Dec 31, 2024 |
| Pledging/Hedging | Prohibited by Insider Trading Policy | No pledging; no short-term speculative transactions allowed |
Governance Assessment
- Board effectiveness: Bloom strengthens financial oversight as Audit Chair and an audit committee financial expert; the Audit Committee oversees financial reporting, auditor independence, internal control, cybersecurity risk, and related-person transactions, enhancing investor confidence .
- Independence and engagement: Independence affirmed; committee participation and Board attendance thresholds met in 2024; independent Chair structure supports robust oversight and executive sessions .
- Compensation alignment: Director pay is modest and primarily service-based options with standard vesting; no performance metrics or cash meeting fees disclosed, reducing risk of misaligned incentives .
- Related-party transactions: Significant arrangements with Tempus and Merck are disclosed and subject to Audit Committee oversight; no Bloom-specific related party interests identified, mitigating conflict concerns .
- Shareholder sentiment: 2024 say-on-pay approval ~96.7% indicates strong support for compensation governance broadly, a positive signal for board oversight credibility .
RED FLAGS
- None identified specific to Bloom: no pledging/hedging, no disclosed related-party transactions involving her, independence affirmed, and strong audit oversight role .