David O'Toole
AVITA MedicalAbout David O'Toole
David O’Toole is Chief Financial Officer of AVITA Medical (RCEL), appointed June 2023; age 66. He holds a B.S. in accounting from the University of Arizona and is a Certified Public Accountant (non‑active), with 24 years in public accounting (including 16 at Deloitte) and multiple public‑company CFO roles in life sciences . During 2024, AVITA delivered 29% commercial revenue growth to $64.0M and gross margin of 85.8% ; management guidance targets $100–$106M commercial revenue and GAAP profitability in Q4 2025, with O’Toole highlighting operating expense reduction and free cash flow in H2 2025 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Opiant Pharmaceuticals (acquired by Indivior) | CFO | Sep 2017–Mar 2023 | Led finance for commercial-stage addiction/overdose therapeutics; public-company capital markets experience . |
| Soleno Therapeutics | CFO | From Jul 2014 (prior to Opiant) | Built and led high-performance finance teams in rare disease; public-company experience . |
| Multiple public life sciences companies | CFO | Prior to 2014 (not individually disclosed) | Track record developing/executing growth strategies at public companies . |
| Deloitte & Touche (public accounting) | Various (incl. Partner-level seniority) | 24 years, incl. 16 years at Deloitte | Deep audit/capital markets foundation . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Not disclosed in proxy/8‑K filings for O’Toole | — | — |
Fixed Compensation
Multi-year CFO compensation (U.S. dollars):
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary | $245,048 | $459,253 |
| Target bonus % of base | 40% (Agreement) | 40% (per Agreement, current-year target not otherwise updated) |
| Actual bonus paid | $146,753 | $195,500 |
| All other compensation (incl. deferred comp match; 401(k) match) | $7,875 | $54,109 (incl. $27,550 deferred comp employer match; 401(k) match) |
Performance Compensation
Annual cash incentive framework (plan-level disclosure):
| Metric category | Examples disclosed | Weighting | Target | Actual/payout | Vesting |
|---|---|---|---|---|---|
| Company performance | Commercial revenue, new product launch targets, clinical testing goals, cash flow and profitability | Not disclosed | Not disclosed | CFO annual bonus paid $195,500 in 2024 ; Company delivered $64.0M commercial revenue (+29%) and 85.8% GM in 2024; Q4 2024 commercial revenue $18.4M (+30%) | Annual cash bonus (paid following year) |
| Individual KPIs | Role-specific objectives per executive | Not disclosed | Not disclosed | Not individually disclosed | Annual cash bonus |
Outstanding equity awards (as of Dec 31, 2024):
| Grant | Exercisable | Unexercised (unearned) | Strike | Expiration | Vesting schedule |
|---|---|---|---|---|---|
| Option grant (Jun 15, 2023) | 50,000 | 100,000 | $17.00 | 06/15/2033 | Vests annually beginning 06/15/2024 |
| Option grant (Jan 3, 2024) | — | 125,000 | $12.64 | 01/03/2034 | Vests annually beginning 01/03/2025 |
Option award values recognized in compensation:
| Metric | 2023 | 2024 |
|---|---|---|
| Option awards (grant date fair value; ASC 718) | $1,607,150 | $1,068,666 |
Plan mechanics and protections:
- Equity awards are subject to company clawback policies and applicable law .
- Change in control under the Plan can result in acceleration, assumption/substitution, cash settlement, or cancellation per agreement terms .
- No repricing of options/SARs without shareholder approval (Plan restriction) .
Equity Ownership & Alignment
Beneficial ownership (as of Apr 10, 2025):
| Holder | Common shares | Options/RSUs exercisable/vesting within 60 days | Total beneficial ownership | % of outstanding |
|---|---|---|---|---|
| David O’Toole (CFO) | 25,734 common shares | 91,667 options (exercisable within 60 days) | 117,401 | <1% |
- Vested vs. unvested: 50,000 options exercisable on 6/15/2024 grant; 100,000 unearned; 125,000 unearned on 1/03/2024 grant (annual vesting schedules above) .
- Pledging/hedging: Company maintains an Insider Trading and Securities Dealing Policy; no specific disclosure of pledged shares for O’Toole in the proxy’s ownership table/footnotes .
- Stock ownership guidelines: Not disclosed for executives in the proxy sections reviewed .
Employment Terms
CFO employment agreement and company standard terms:
| Provision | Terms |
|---|---|
| Contract term | Open-ended (at-will) |
| Notice | Company or Executive: no notice period for termination; resignation by executive may require notice if defined in agreement (company table shows “no notice period” for CFO) |
| Base salary | $450,000 at hire (June 15, 2023), subject to annual review |
| Target bonus | 40% of base salary; potential additional amount up to 50% of the annual performance bonus based on performance (Board discretion) |
| Severance (involuntary termination without Cause or resignation with Good Reason) | 12 months base salary; 12 months health benefits; pro‑rated target bonus for year of termination; immediate acceleration of unvested stock options and RSUs (company standard) ; Agreement provides accelerated vesting of unvested options and a 3‑month post‑termination exercise window |
| Cause (CFO definition) | Includes felony/moral turpitude conviction/plea; fraud/theft; willful/material breach of duties; willful/repeated failure to satisfactorily perform duties; willful acts injuring reputation/business |
| Good Reason (CFO definition) | Material diminution of authority/duties; reduction in base salary; relocation ≥50 miles; material company breach; with 30‑day cure period |
| Non‑compete / Non‑solicit | Restrictive covenants included (non‑compete, non‑solicitation of employees/customers) |
| Clawback | Company clawback/recoupment policy applies to grants |
| Change‑of‑control treatment | Plan provides for acceleration or alternative treatment of awards upon Change in Control per agreement terms |
Investment Implications
- Pay-for-performance alignment: Cash bonus ties to quantifiable company metrics (revenue growth, product launches, clinical milestones, cash flow/profitability) and individual KPIs; 2024 bonus of $195,500 reflects progress toward commercial scaling (29% revenue growth to $64.0M; 85.8% GM) and portfolio expansion (RECELL GO mini and Cohealyx approvals) .
- Equity leverage and potential selling pressure: Significant time‑based option grants (275,000 unearned as of YE 2024) vest annually through 2025–2027; newly vested tranches increase exercisable overhang, a standard dynamic for mid-cap medtechs. Plan-level clawback and no‑repricing protections mitigate governance risk .
- Retention and severance economics: Standard severance (12 months salary/benefits; pro‑rated bonus) plus immediate acceleration of unvested equity upon qualifying termination reduces retention friction but raises change‑in‑control cost sensitivity; agreement details include post‑termination option exercise windows .
- Alignment and ownership: Beneficial ownership <1% (117,401 shares incl. options exercisable in 60 days) suggests moderate “skin in the game” typical for CFOs; no pledged shares disclosed; Insider Trading Policy in place .
- Execution track record and 2025 set‑up: CFO emphasizes cost discipline (Q4 operating expenses down $4.1M q/q) and targets free cash flow in H2’25 and GAAP profitability in Q4’25; however, amended revenue covenants with OrbiMed (H1–Q1’26 thresholds rising to $103M TTM) add external performance constraints to the capital structure .