Chester Zygmont, III
REVELATION BIOSCIENCESAbout Chester Zygmont, III
Chester S. Zygmont, III is Chief Financial Officer (principal financial and accounting officer) of Revelation Biosciences, Inc. (REVB) and Corporate Secretary for shareholder communications. He has served as CFO since the company’s inception and is 44 years old . He holds an M.S. in Finance from Baruch College (Zicklin School of Business) and a B.A. from Eastern University . Under his tenure, REVB’s pay-versus-performance disclosure shows total shareholder return falling from a $100 initial investment value of $3.07 in 2023 to $0.23 in 2024, alongside net losses increasing from ~$0.12 million in 2023 to ~$15.04 million in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| La Jolla Pharmaceutical Company | Senior Director of Finance | 2012–2016 | Led finance during Nasdaq listing; supported clinical/commercial progression |
| Z3 Capital, LLC | Managing Director | 2009–2012 | Venture funding across startups in real estate, medical device, biotech |
| Symmetry Advisors, Inc. | Vice President | (Not disclosed) | Managed finance for SPAC; involved in $600M buyout and manufacturing restructuring |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jivanas (social enterprise) | Co-Founder | 2016–present | Built factory operations in Nepal/HK/USA focused on anti-trafficking job creation |
| oOxesis Biotechnology, LLC | Co-Founder | 2013 | Operated biologics lab developing therapies for unmet needs |
Fixed Compensation
| Metric | 2023 | 2024 | 2025 (as set) |
|---|---|---|---|
| Base Salary ($) | $356,488 | $405,000 (effective Jan 1, 2024) | $425,250 (effective Jan 1, 2025) |
| Target Bonus (%) | 40% (increased in 2023) | 40% | 40% |
| Actual Bonus Paid ($) | $112,000 (for 2023, paid 2024) | $142,579 (for 2024, paid 2025) | Not disclosed |
Performance Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Annual Performance Bonus | Target: 40% of base salary | Target: 40% of base salary |
| Metrics / Weighting | Not disclosed | Not disclosed |
| Actual Payout ($) | $112,000 (cash) | $142,579 (cash) |
| Vesting | Cash bonus; no vesting schedule | Cash bonus; no vesting schedule |
The Compensation Committee states bonuses tie to “financial and other performance measures,” but specific metrics and weights for the CFO were not disclosed .
Equity Ownership & Alignment
Beneficial ownership snapshots for Chester S. Zygmont, III:
| As-of Date | Shares Beneficially Owned | Ownership (%) |
|---|---|---|
| Dec 3, 2024 | 686 | <1% |
| May 29, 2025 | 15,090 | <1% |
| Oct 29, 2025 | 395,645 | 6.68% |
Breakdown detail:
- Dec 3, 2024: 450 shares (Zygmont Family Trust), 208 (Czeslaw Capital Fund, LLC), 3 (spouse), 12 (RSUs vesting within 60 days), 13 (stock options exercisable within 60 days) .
- May 29, 2025: 28 (Zygmont Family Trust), 13 (Czeslaw Capital Fund, LLC), 15,048 (February 11, 2025 RSAs), 1 (stock option exercisable within 60 days) .
- Oct 29, 2025: 5,026 (Zygmont Family Trust), 5 (Czeslaw Capital Fund, LLC), 390,614 (Restricted Stock Awards under the Plan) .
Stock ownership guidelines, pledging, hedging, and director ownership requirements are not disclosed. The company’s Equity Plan includes clawback mechanisms and prohibits option repricing without shareholder approval .
Equity Grants, Options & Vesting
| Item | Details |
|---|---|
| 2021 Equity Incentive Plan | Max shares equal to 10% of fully diluted common; quarterly “evergreen” adjustment (as amended) |
| RSAs Granted (Feb 11, 2025) | 19,529 RSAs granted to employees/Board; ~$0.2M fair value; 19,228 fully vested at grant; remaining 301 vest Feb 11, 2026 |
| CFO RSAs | 15,048 shares from Feb 11, 2025 grant (ownership table) |
| Stock Options (company-level) | 12 outstanding & exercisable; max term 10 years; weighted avg remaining term 7.5 years; exercise price $1,714; all options fully vested; no unrecognized comp expense at 9/30/2025 |
| CFO Stock Option (individual) | 1 option; exercise price $23,520; expires 2/25/2032; standard 4-year vest schedule from grant (vested per plan), as disclosed for grant cohort |
Note: The RSAs were largely fully vested at grant, implying potential near-term sale eligibility once trading windows allow; only 301 RSAs company-wide vest on Feb 11, 2026 . CFO’s grant is part of the Feb 11 issuance; per-period vesting specifics by recipient are not separately disclosed .
Employment Terms
| Term | Provision |
|---|---|
| Agreement Date & Term | Executive Employment Agreement effective July 27, 2021; 3-year term unless earlier terminated |
| Base Salary & Target Bonus | Base: $425,250 (2025); Target bonus: 40% (updated in 2023) |
| Severance (no change-in-control) | Lump sum equal to 12 months of current base salary + pro-rata bonus (based on actual performance) + continuation of medical benefits |
| Severance (change-in-control; double trigger) | Lump sum equal to 1× (current base salary + target bonus) + pro-rata bonus (actual achievement) + continuation of medical benefits + acceleration of vesting of all outstanding, unvested equity awards |
| Clawback | Equity Plan clawback and recoupment provisions, including SOX §304/Dodd-Frank/per-exchange requirements |
| Option Repricing | Prohibited without shareholder approval |
| Tax Gross-Ups | None provided in Equity Plan governance features |
| Non-Compete / Non-Solicit | Not disclosed |
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| TSR – Value of $100 Investment | $3.07 | $0.23 |
| Net Loss ($ millions) | $(0.12) | $(15.04) |
Qualitative operating context:
- General & Administrative expenses include personnel costs and stock-based compensation; management expects G&A to increase with public company requirements (audit, legal, IR, D&O insurance) .
- Governance actions to maintain Nasdaq listing have included multiple special meetings, reverse stock splits, and warrant inducements/offerings; CFO served as Corporate Secretary and co-proxy in these processes .
Investment Implications
- Pay-for-performance alignment: Cash bonuses were paid despite loss escalation in 2024, but target bonuses remain at 40% of salary; specific performance metrics and hurdles are undisclosed, limiting transparency into incentive alignment .
- Retention and change-in-control terms: The CFO has a standard double-trigger change-in-control package (1× base + target bonus plus equity acceleration), and a 12-month salary severance outside of change-in-control, which collectively reduce departure friction while not overly generous compared to small-cap biotech norms .
- Insider selling pressure: Feb 11, 2025 RSAs were largely fully vested at grant; CFO’s ownership rose significantly by Oct 29, 2025, with a large RSA balance. Fully vested equity increases potential near-term liquidity, but Form 4 behavior is not reviewed here; consider monitoring insider-trade filings for selling pressure signals .
- Ownership alignment: CFO’s beneficial stake grew to ~6.68% by Oct 29, 2025, suggesting stronger alignment; pledging/hedging is not disclosed, and the Equity Plan includes clawbacks and prohibits option repricing .
- Execution risk: TSR collapsed in 2024 and losses widened materially; governance and financing actions (reverse splits, warrant inducements, offerings) reflect capital-raising dependence. Continued cash runway risk and Nasdaq compliance pressures heighten execution risk under the CFO’s financial stewardship .