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Jeffrey Hawkins

Jeffrey Hawkins

Chief Executive Officer at Quantum-Si
CEO
Executive
Board

About Jeffrey Hawkins

Jeffrey Hawkins, 47, is President, CEO, and a director of Quantum-Si (appointed October 10, 2022). He holds a B.A. in Chemistry (Concordia University) and an MBA (Keller Graduate School). His tenure spans leadership roles at Truvian (CEO), Illumina (VP/GM, Reproductive & Genetic Health), GenMark, Hologic, Third Wave, Sysmex, and Abbott, with deep commercial and product execution experience in life-science tools and diagnostics . During his CEO tenure, QSI reported net losses of $96.0M (2023) and $101.0M (2024), while the proxy’s pay-versus-performance panel shows TSR index values of 25.54 (2023) and 34.31 (2024) for a hypothetical $100 investment (company-defined method) .

Recent execution milestones under Hawkins include: launch of Platinum Pro (Jan 2025), and initial shipping (Mar 2025), alongside channel build-out (e.g., Avantor distribution in Nov 2024) .

Past Roles

OrganizationRoleYearsStrategic Impact
Truvian SciencesPresident & CEO2018–2022 (CEO), 2022 (advisor)Advanced benchtop blood testing system from concept to late-stage development .
IlluminaVP & GM, Reproductive & Genetic Health2015–2018Oversaw rapid global growth of NGS into new markets; established leadership across products/regions .
GenMark DiagnosticsSenior leadership incl. SVP, Global Marketing & Program Mgmt2009–2015Commercial and program leadership during molecular diagnostics expansion .
HologicExecutive Director, Laboratory MarketingPrior to 2009Led lab marketing at major diagnostics supplier .
Osmetech (subsidiary of Osmetech plc)VP, Business Development/MarketingPrior to 2009Commercial leadership in diagnostics .
Third Wave TechnologiesExecutive Director, MarketingPrior to 2009Marketing leadership in DNA/RNA analysis tools .
Sysmex America; Abbott LaboratoriesMarketing/Product/Operations rolesPrior to 2009Progressive responsibilities in diagnostics/tools .

External Roles

No current public-company directorships disclosed in Hawkins’ Quantum-Si biography; he serves as a director of Quantum-Si (internal) .

Fixed Compensation

Metric (USD)FY 2023FY 2024
Base Salary (paid)$575,000 $595,833
Target Bonus % of Salary100% (per offer) 100% (per offer)
Non-Equity Incentive (annual bonus paid)$402,500 $465,000
Sign-on Bonus (one-time)$150,000 (paid in two $75k tranches in 2022–2023 per offer terms)

Notes:

  • Offer letter (10/2/2022) set base salary at $575,000 and target bonus at 100% of salary; sign-on bonus $150,000 with 12-month clawback if early voluntary termination or for cause .

Performance Compensation

  • Annual cash bonus metrics: The proxy discloses total non-equity incentive payouts for 2023 and 2024 but does not provide a detailed metric-weighting table for Hawkins; target bonus is 100% of salary; payout amounts shown in Fixed Compensation above .

Equity awards and vesting

AwardGrant DateQuantityVesting / Performance ConditionsExercise PriceExpiration
Time-based Stock Options11/9/20224,170,00020% vests on last day of calendar quarter of 1-year anniversary of start (Dec 31, 2023), then 1.66% monthly thereafter (subject to service) .$2.40 11/9/2032
Performance Options (amended) Tranche A11/9/2022 (amended 3/15/2024)695,000Vest if, within 3 years from 3/15/2024, stock closes ≥ $6.00 for 20 of 30 consecutive trading days .$2.40 3/15/2034
Performance Options (amended) Tranche B11/9/2022 (amended 3/15/2024)695,000Vest if, within 3 years from 3/15/2024, stock closes ≥ $8.00 for 20 of 30 consecutive trading days .$2.40 3/15/2034
Performance Options (amended) Tranche C11/9/2022 (amended 3/15/2024)695,000Vest if, within 3 years from 3/15/2024, stock closes ≥ $10.00 for 20 of 30 consecutive trading days .$2.40 3/15/2034
Performance Options (amended) Tranche D11/9/2022 (amended 3/15/2024)695,000Vest if, within 3 years from 3/15/2024, stock closes ≥ $12.00 for 20 of 30 consecutive trading days .$2.40 3/15/2034
RSUs (unvested at 12/31/2024)3/15/2024774,930Unvested balance at FY-end; market value $2,092,311 at $2.70/share .
  • Incremental expense from amending Hawkins’ performance options in March 2024 totaled $1,729,000 in 2024 (ASC 718), reflecting lowered/retargeted price hurdles ($10/$20 to $6/$8/$10/$12) to re-align incentives; this modification is a compensation-structure red flag to monitor .

Equity Ownership & Alignment

Ownership Detail (as of March 3, 2025)AmountNotes
Total Beneficial Ownership (Class A)2,164,936 shares (1.31% of Class A) Includes exercisable derivatives within 60 days and RSUs vesting within 60 days.
Direct Class A Shares228,827
Options Exercisable within 60 Days1,876,500
RSUs Vesting within 60 Days59,609
Shares PledgedProhibited by policy (see below) Company prohibits hedging/pledging/margin arrangements.

Policies and alignment signals

  • Insider Trading/Anti-Hedging/Pledging: QSI prohibits hedging (short sales, derivatives) and borrowing or arrangements involving pledges or margin accounts by officers/directors/employees .
  • 10b5-1 plans are permitted but require pre-approval and cannot be adopted during blackout or while in possession of MNPI; pre-clearance required for covered persons .
  • Clawback: SEC Rule 10D-compliant recoupment policy (effective Aug 3, 2023) covering incentive-based comp tied to GAAP and non-GAAP measures, stock price and TSR; 3-year lookback upon accounting restatement; recovery on pre-tax basis; no indemnification .

Employment Terms

  • Offer Letter (10/2/2022): Base salary $575,000; target bonus 100% of salary; $150,000 sign-on bonus (subject to 12-month clawback if voluntary termination/for cause); time-based option grant 4,170,000 (5-year vest structure) and two inducement performance option grants aggregating 2,780,000 shares (later amended in Mar 2024 to four tranches) .
  • Severance Plan (adopted June 29, 2021):
    • Termination without cause (outside CIC period): CEO—12 months base salary continuation; Company-paid COBRA contribution during severance period .
    • CIC double-trigger (termination without cause or resign for good reason within 12 months post-CIC): CEO—lump sum of current base salary + target bonus multiplied by 1.5x; full vesting acceleration of outstanding unvested equity; Company COBRA contribution for 18 months .
    • Release requirement applies; CIC defined with standard >50% voting power change, merger, or asset sale tests and 409A-compliant definitions .
  • Restrictive Covenants: Offer letter requires execution of Non-solicit, Confidentiality and IP Agreement (no explicit non-compete disclosed) .

Board Governance

  • Role: Director since October 2022; currently serves on the board with an independent Chairman (Charles Kummeth) .
  • Committees: Not listed on Audit, Compensation, or Nominating & Governance committees (independent directors populate these) .
  • Independence: Not independent (CEO); Board remains majority independent despite “controlled company” status under Nasdaq, due to Dr. Rothberg’s majority voting control via Class B .
  • Attendance: No director attended fewer than 75% of board/committee meetings in 2024 .
  • Dual-role implications: CEO + Director (not Chair) mitigates concentration-of-power concerns; however, controlled-company status means majority voting control can determine elections and say-on-pay outcomes regardless of minority shareholder votes .

Director Compensation

  • Employee directors (including Hawkins) are not paid for board service; non-employee directors receive cash retainers and annual equity under the Non-Employee Director Compensation Policy .

Performance Compensation (detailed context)

  • Pay-versus-Performance (company disclosure): For 2024, “Compensation Actually Paid” to CEO was $8.72M, reflecting equity valuation changes; TSR index (company-defined) 34.31; Net Income $(101.0)M. For 2023, “Compensation Actually Paid” to CEO was $1.92M; TSR index 25.54; Net Income $(96.0)M .
  • 2024 RSUs/Option Modifications: RSU value at FY-end 2024 for Hawkins was $2.09M on 774,930 units at $2.70/share; performance option amendments introduced lower stock-price hurdles with 3-year windows, indicating an effort to re-align incentives amid share price dynamics and to enhance retention/motivation .

Investment Implications

  • Alignment and upside sensitivity: Hawkins’ package is heavily equity-centric with significant unvested time-based and performance-based options at a $2.40 strike and stock-price hurdles up to $12, aligning realized pay with sustained share price performance .
  • Red flags to monitor: The March 2024 modification of performance options (lowering price hurdles, generating $1.729M incremental GAAP expense) is a compensation structure red flag often associated with retention/retargeting; investors should scrutinize rationale and future prevalence of such adjustments .
  • Retention risk: Large unvested equity (time-based and performance tranches with a 3-year event window) plus CIC double-trigger acceleration suggests balanced retention mechanics; outside-CIC severance for CEO (12 months salary) is moderate vs. small-cap medtech norms .
  • Trading signals/overhang: Anti-hedging/pledging policy reduces forced-sale/pledge risk; 10b5-1 preclearance framework provides disciplined selling channels, but investors should monitor Form 4 filings for tax-withholding sales near RSU vests and any pattern sales around price-hurdle windows .
  • Governance quality: Majority-independent board and independent chair are positives; however, “controlled company” status concentrates voting power (Dr. Rothberg) which can diminish minority influence on director elections and executive pay votes .
  • Execution catalysts: Commercial ramp (Platinum Pro launch/shipping) and channel expansion (e.g., Avantor) under Hawkins are key levers; performance option hurdles tie personal wealth outcomes to durable stock appreciation potentially linked to successful commercialization and revenue scaling .

Notes: All information is sourced from Quantum-Si’s SEC filings and company materials cited above.