Nathen Fuentes
About Nathen Fuentes
Nathen Fuentes, age 42, has served as Chief Financial Officer of Lunai Bioworks Inc. (ticker RENB) since January 6, 2025; he holds a B.S. in Marketing (University of Florida), an M.S. in Accounting (Fairfield University), and is a Certified Public Accountant . Company performance during FY2025 included a net loss of $178,007,489 and a pay-versus-performance TSR index value of $29 for a hypothetical $100 initial investment (FY2024: $91; FY2023: $15) . The company effected a 1-for-10 reverse stock split on September 30, 2025, and share and option figures in the proxy are presented post-split .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Telomir Pharmaceuticals | Chief Financial Officer | Sep 2023 – Jun 2024 | Senior biotech finance leadership in age-reversal; led finance and operations in a highly levered environment . |
| Emergence Health Holdings | Chief Financial Officer | May 2023 – Sep 2023 | CFO for PE-sponsored specialty healthcare; drove acquisition and organic growth initiatives . |
| Divergent Dental Group | Chief Financial Officer | Jul 2022 – May 2023 | CFO overseeing finance, investor relations, HR, accounting, revenue cycle in specialty healthcare . |
| Family First Homecare | Chief Financial Officer | 2019 – Jul 2022 | CFO leadership across finance and operations in homecare services . |
| Dermatology Medical Partners | Chief Financial Officer | 2017 – 2019 | CFO in dermatology practice platform; multi-site operational finance . |
| Glytec | Controller | 2013 – 2017 | Controller role in healthcare technology; financial controls and reporting . |
| PricewaterhouseCoopers | Experienced Associate | 2012 – 2013 | Audit/assurance experience; foundational public accounting skills . |
| Various homebuilding companies | Managerial positions | Pre-2012 | Managed finance/operations roles prior to PwC; diversified industry exposure . |
External Roles
No external public-company directorships or committee roles are disclosed in the company’s executive biographies and filings for Fuentes .
Fixed Compensation
| Metric | FY2025 |
|---|---|
| Base Salary (Annual) | $280,000 |
| Salary Paid (FY2025) | $138,939 |
| Target Bonus (Annual) | Up to $40,000 |
| Actual Bonus Paid (FY2025) | $0 |
Notes:
- Bonus eligibility is based on achievement of performance goals determined by the Board/Compensation Committee; specific metrics are not disclosed .
Performance Compensation
Equity Awards (Stock Options)
| Item | Details |
|---|---|
| Grant size (post-split) | 25,000 stock options |
| Grant size (pre-split reference) | 250,000 stock options (pre-split); vest ratably per quarter over 8 quarters |
| Exercise price | $7.10 |
| Expiration | January 21, 2035 |
| Vesting | Quarterly, pro-rata over 8 quarters beginning on Employment Date (Jan 6, 2025) |
| Discretionary grant provision | Company may grant additional equity at first anniversary at its discretion |
Bonus Plan Metrics
| Metric | Weighting | Target | Actual (FY2025) | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Board-determined company performance goals | Not disclosed | Not disclosed | Not disclosed; FY2025 bonus paid $0 | $0 | Annual bonus on/around March 15 each year |
Equity Ownership & Alignment
| Ownership Component | Amount |
|---|---|
| Beneficial Ownership (common shares) | 9,375 shares; <1% of outstanding |
| Options – Exercisable | 3,125 |
| Options – Unexercisable | 21,875 |
| Anti-hedging/anti-pledging policy | Company policy prohibits hedging and pledging by directors/officers |
| Stock ownership guidelines | Not disclosed in proxy |
Notes:
- Beneficial ownership table is as of October 3, 2025; figures are post-split .
- Form 4 transaction analysis could not be retrieved due to an authorization error in the insider-trades tool; assessment relies on proxy ownership and awards tables [Insider-trades tool error log].
Employment Terms
| Term | Details |
|---|---|
| Start Date | January 6, 2025 |
| Contract Term | Two years; auto-renew for 1-year periods unless notice given ≥90 days before expiry |
| Cash Compensation | Base $280,000; bonus up to $40,000 annually |
| Severance (no cause / good reason) | 6 months base salary; 6 months COBRA premium reimbursement; accelerated vesting of time-based equity awards |
| Good Reason includes | Sale of substantially all assets or merger where shareholders do not retain control |
| Change-in-control (plan-level) | Board discretion to accelerate/assume/cash-out awards; acceleration may occur upon separation without cause around change-in-control; no repricing without stockholder approval |
| Clawback | Company-wide clawback for incentive compensation upon restatements; plan-level clawbacks; actual clawback enforcement noted for interim CFO options |
| Anti-hedging/pledging | Prohibited under Insider Trading Policy |
Compensation Committee & Governance
- Compensation Committee members: James A. McNulty and Douglas W. Calder; both independent under Nasdaq rules .
- Committee authority includes setting executive pay, equity awards, retaining outside advisers, and reviewing compensation disclosures; met 2 times in FY2025 .
- Amended 2023 Equity Incentive Plan adds evergreen feature (up to 15% of outstanding shares), prohibits repricing without stockholder approval, and sets minimum vesting standards, among other governance provisions .
Say-on-Pay & Shareholder Feedback
| Proposal (Oct 31, 2025 Annual Meeting) | For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|---|
| Say-on-Pay (NEO compensation) | 5,548,091 | 2,182,131 | 11,760 | 1,314,903 |
Notes:
- All proposals (directors, say-on-pay, auditor ratification, incentive plan amendments) were approved by stockholders at the 2025 Annual Meeting .
Performance & Track Record
- CFO credentials emphasize leading acquisitions and organic growth initiatives in highly levered environments while managing investor relations, HR, finance, accounting, and revenue cycle, reflecting operational breadth relevant to RENB’s multi-subsidiary structure .
- FY2025 financials: net loss of $178,007,489; going concern risk and need for financing highlighted in 10-K risk factors .
- Governance and legal risk context: legacy controversies involving a co-founder and related litigation elevated reputational and execution risks; management turnover noted as a risk factor .
Investment Implications
- Alignment: Fuentes’ equity is primarily time-based options vesting over eight quarters, creating continuing alignment and potential decision-impact during vesting windows; anti-hedging/pledging policies and plan-level clawbacks strengthen alignment and discipline .
- Retention risk: Severance protections (cash + COBRA + accelerated vesting for time-based awards) and auto-renew employment term reduce near-term departure risk, though broader enterprise going concern and financing needs remain material risks .
- Trading signals: Beneficial ownership is modest (<1%); as-of June 30, 2025, 3,125 options were exercisable and 21,875 unexercisable, implying ongoing vesting cadence; inability to retrieve Form 4s limits current insider transaction evaluation .
- Pay-for-performance: FY2025 bonus paid $0 and compensation mix skewed toward equity; however, specific cash bonus metrics are undisclosed, complicating direct pay-performance calibration; company TSR and losses suggest investor focus remains on execution of strategic pivots and financing durability .