Ronald Kocak
About Ronald Kocak
Ronald B. Kocak, CPA, CGMA, age 68, is RenovoRx’s Principal Accounting Officer (appointed February 8, 2024) and Vice President & Controller (since October 2021), overseeing public-company accounting, internal controls, and financial reporting; he signed the company’s FY2024 Form 10‑K and SOX 302 certifications, indicating responsibility for disclosure controls and ICFR efficacy . He holds a B.S. in Accounting from Duquesne University, a Virginia CPA license, and is a member of the AICPA and Association of Bioscience Financial Officers; he is a Chartered Global Management Accountant . Prior roles include IPO readiness leadership at Sensei Biotherapeutics and a reverse-merger execution at Nabi Biopharmaceuticals, underscoring execution in complex finance transitions . Company-level TSR, revenue growth, and EBITDA growth metrics tied to his tenure are not disclosed in the proxy or filings; Kocak is listed as a notice party on RenovoRx’s 2025 Capital on Demand ATM Sales Agreement, reflecting ongoing finance involvement .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sensei Biotherapeutics, Inc. | Controller & Senior Director of Finance | 2017–2020 | Led finance/accounting and IT for IPO readiness |
| Nabi Biopharmaceuticals (Nasdaq-listed) | Corporate Controller & Chief Accounting Officer | 2008–2013 | Integral leader of reverse merger and finance/accounting transition |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Duquesne University | B.S. in Accounting | — | Degree credential |
| Commonwealth of Virginia | Certified Public Accountant | — | CPA license |
| AICPA | Member | — | Professional membership |
| Association of Bioscience Financial Officers | Member | — | Professional membership |
| CGMA (Chartered Global Management Accountant) | Designation | — | Professional credential |
Fixed Compensation
| Component | 2024 | 2025 |
|---|---|---|
| Base Salary ($) | $235,000 | $345,000 (retroactive to Jan 1, 2025 following transition to full‑time) |
| Target Bonus (% of base) | Up to 35% | Up to 35% |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Company-wide 2024 Bonus Plan (pre-commercialization, distribution/business development, catheter supply, lead program, finance) | Not disclosed | Set by Compensation Committee | 100% achievement for FY2024 corporate goals | Company-level payout determination: 100% | Cash; Committee may settle in equity under plan |
Note: The proxy discloses the Bonus Plan structure and company-level payout but does not disclose Kocak’s specific bonus paid for FY2024. His target is “up to 35%” of base salary, with awards at the Committee’s discretion .
Equity Ownership & Alignment
| Metric | As of Apr 25, 2025 |
|---|---|
| Common shares owned | 12,595 |
| Options exercisable within 60 days | 88,309 |
| Total beneficial ownership (shares + in‑60‑day options) | 100,904 |
| Beneficial ownership % of outstanding | <1% |
| Hedging policy | Hedging/short‑term or speculative transactions are prohibited under Insider Trading Policy |
| Pledging | No pledging disclosure; not addressed in the cited policy |
Material equity awards
| Grant Date | Type | Shares | Exercise Price | Vesting | Expiration | Special Terms |
|---|---|---|---|---|---|---|
| Feb 8, 2024 | Stock option | 15,000 | $1.56 | 1/48 monthly from Feb 9, 2024, contingent on service | 10 years (per plan standard) | Double‑trigger vest upon Change in Control per Kocak Letter; governed by 2021 Plan |
Employment Terms
| Provision | Outside Change-in-Control (CIC) Period | During CIC Period | Notes |
|---|---|---|---|
| Employment term | At-will | At-will | Amended & Restated Employment Letter (Feb 2024) |
| Base compensation severance | 50% of annual base compensation (lump sum) | 100% of annual base compensation (lump sum) | Applies to involuntary termination without Cause or resignation for Good Reason |
| Target bonus severance | Pro‑rata portion of target bonus (outside CIC) | Not specified for CIC period in proxy | Pro‑rata outside CIC; CIC section lists base + COBRA + vesting |
| COBRA premium coverage | Up to 6 months | Up to 12 months | For executive and eligible dependents |
| Equity vesting | Not accelerated (outside CIC) | Full vesting of service‑based awards; performance awards excluded | Double‑trigger applies to Kocak’s options under Kocak Letter |
| Tax gross‑ups | None; payments may be reduced to avoid 280G excise tax if advantageous (for executives) | None; same approach | No gross‑ups disclosed |
| Clawback | Compensation Recovery Policy compliant with Exchange Act §10D; 3‑year lookback on restatements | Same | Applies to Principal Accounting Officer |
| Insider trading | Adopts amended Insider Trading Policy (Sept 7, 2023) | Same | Prohibits hedging/short‑term transactions |
Investment Implications
- Pay-for-performance alignment: Cash comp is modest relative to C‑suite, with a discretionary target bonus up to 35% and equity primarily in time‑vested stock options; options feature double‑trigger vesting, reducing single‑trigger windfall risk but ensuring retention/value protection in a CIC termination .
- Ownership/skin-in-the-game: Beneficial ownership is <1% (100,904 including 88,309 near‑term exercisable options), indicating limited direct equity alignment; however, ongoing monthly vesting and service‑based acceleration in CIC could create incremental selling pressure around vest/liquidity events .
- Retention and termination economics: Outside CIC severance is 0.5x base plus pro‑rata bonus and 6 months COBRA; CIC termination improves to 1.0x base, 12 months COBRA, and full service‑based equity vesting, with no tax gross‑ups—standard small‑cap biotech market terms that balance retention with shareholder protections .
- Controls and disclosure quality: Kocak’s SOX 302 certification and 10‑K signature underscore accountability for financial controls, while the clawback policy adds governance rigor; hedging prohibitions reduce misalignment risk, and ATM sales agreement notice role confirms active participation in financing operations .