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Sean Wirtjes

Chief Financial Officer at RAPID MICRO BIOSYSTEMS
Executive

About Sean Wirtjes

Sean Wirtjes, age 55, is Chief Financial Officer of Rapid Micro Biosystems (RPID), a role he has held since September 2018. He previously served as VP, Finance and Controller, Asia Pacific/Middle East/Africa at Boston Scientific (2012–2016), and holds a B.S. in Accounting from Boston College’s Carroll School of Management . Under his finance leadership, RPID reported Q3 2025 revenue of $7.8M (12th consecutive quarter of meeting or beating revenue guidance), with recurring revenue up 32% YoY and consumables up 40%; the company raised FY25 revenue guidance to at least $33M and highlighted margin-improvement initiatives into 2026 .

Past Roles

OrganizationRoleYearsStrategic Impact
Boston ScientificVP, Finance & Controller, Asia Pacific/Middle East/Africa2012–2016Led all aspects of regional financial management (controller leadership across APAC/MEA) .

Fixed Compensation

Metric20232024
Base Salary ($)432,640 449,904
Target Bonus (% of Salary)50% 50%
Non-Equity Incentive Plan Compensation ($)177,123 150,493
Discretionary/Other Bonus ($)62,400 (retention bonus) 33,068 (discretionary bonus)
All Other Compensation ($)29,093 30,916
Total Compensation ($)923,838 762,893

Notes:

  • 2024 salary reflects a 4% increase vs 2023; CFO target annual bonus remained 50% of base salary .
  • 2024 “All Other Compensation” includes: 401(k) match $15,205; life insurance $520; insurance premiums $15,191 .

Performance Compensation

Annual bonus framework (FY2024):

  • Corporate performance score determined by revenue execution and gross margin initiatives; aggregate corporate achievement was 80.6% .
  • Individual achievement for Wirtjes was 84.6% (25% weight for CFO) .
  • The Compensation Committee also approved additional discretionary cash bonuses to NEOs for FY2024; Wirtjes received $33,068 .
ComponentWeightTargetActual/ResultPayout BasisVesting
Corporate performance (aggregate)75% (CFO) Company goals (revenue, validations, gross margin) 80.6% Per plan matrix N/A
Individual performance (CFO)25% Pre-set individual objectives 84.6% Per plan matrix N/A
Discretionary bonusBoard/Committee discretion $33,068 Discretionary N/A

Equity awards (grant-date accounting values):

Equity Type2023 ($)2024 ($)
Stock Awards (RSUs/PSUs)97,464 48,042
Option Awards125,118 50,470

Equity Ownership & Alignment

  • Beneficial ownership: 685,949 shares (1.73% of Class A). Includes 269,755 Class A shares and 416,194 options exercisable within 60 days; excludes 220,200 unvested RSUs not vesting within 60 days of April 7, 2025 .
  • Anti-hedging: Company policy prohibits directors, officers, and employees from hedging transactions (e.g., prepaid forwards, swaps, collars, exchange funds) on Company stock .
Ownership Detail (as of Apr 7, 2025)Amount
Shares Beneficially Owned685,949 (1.73%)
Includes: Common Shares269,755
Includes: Options (exercisable within 60 days)416,194
Excludes: Unvested RSUs (not vesting within 60 days)220,200

Outstanding equity awards (12/31/2024):

Grant DateInstrumentExercisable (#)Unexercisable (#)Exercise Price / MVVesting / TermsExpiration
09/12/2018Stock Option82,886 0 $1.00 Fully vested 09/11/2028
07/29/2020Stock Option96,624 0 $0.75 Fully vested 07/28/2030
03/15/2021Stock Option22,837 1,523 $10.85 48 equal monthly installments; CoC double-trigger accel on termination within 12 months of Sale Event 03/14/2031
02/11/2022Stock Option56,666 23,334 $7.82 48 equal monthly installments; CoC double-trigger accel on termination within 12 months of Sale Event 02/11/2032
03/09/2023Stock Option86,887 111,713 $1.24 48 equal monthly installments; CoC double-trigger accel on termination within 12 months of Sale Event 03/09/2033
02/06/2024Stock Option21,458 81,542 $0.94 48 equal monthly installments; CoC double-trigger accel on termination within 12 months of Sale Event 02/06/2034
02/11/2022RSU13,334 unvested; MV $12,001 $0.90 share price reference at 12/31/24 3 annual tranches (2023–2025); CoC double-trigger accel on termination within 12 months of Sale Event
03/09/2023RSU52,400 unvested; MV $47,160 $0.90 share price reference at 12/31/24 3 annual tranches (2024–2026); CoC double-trigger accel on termination within 12 months of Sale Event
02/06/2024RSU51,000 unvested; MV $45,900 $0.90 share price reference at 12/31/24 3 annual tranches (2025–2027); CoC double-trigger accel on termination within 12 months of Sale Event

Note: Proxy tables use $0.90/share as of 12/31/2024 to show RSU market values; options above $0.90 were out-of-the-money at that date, while $0.75 strike options were in-the-money .

Employment Terms

  • Agreement: Employment agreement effective July 14, 2021 .
  • Target incentive: Annual bonus targeted at 50% of base salary (subject to plan and Board adjustments) .
  • Severance (non‑CoC): If terminated without cause or resigns for good reason, subject to release and covenants: salary continuation equal to 75% of base salary; prior-year earned but unpaid bonus; pro‑rated current‑year bonus based on actual performance; up to 9 months COBRA .
  • Change in Control (double trigger): If terminated without cause or resigns for good reason on/within 3 months prior or within 12 months post‑CoC: lump sum 1x base salary; prior-year earned but unpaid bonus; lump sum 1x target bonus; up to 12 months COBRA; full accelerated vesting of all unvested time‑based equity .
  • Clawback: Company has an SEC/Nasdaq-compliant compensation recovery policy effective October 2, 2023, requiring clawback of incentive‑based compensation upon restatement (three-year lookback) .
  • Hedging: Anti‑hedging policy prohibits transactions designed to hedge or offset declines in Company equity .

Performance & Track Record (Company context under CFO)

  • Q3 2025: Revenue $7.8M; recurring revenue +32% YoY (consumables +40% YoY); service revenue +12% YoY; 174 systems placed cumulatively with 152 validated .
  • Gross margin: 9% in Q3 (fifth consecutive positive quarter); product margins expected positive in Q4; service margins 40% in Q3 .
  • Commercial momentum: Record multi‑system order from a top 20 global biopharma with deliveries beginning in Q4 2025 and extending into 2026+, plus MilliporeSigma collaboration building a global funnel and expected 2026 contributions .
  • FY2025 outlook raised to at least $33M revenue; at least 27 system placements; margin expansion expected to accelerate in 2026 via cost reductions, manufacturing efficiency, and supply collaboration .

Compensation Structure Analysis

  • Mix shift: 2024 equity grant-date values were lower than 2023 (Stock Awards: $48,042 vs $97,464; Option Awards: $50,470 vs $125,118), reducing guaranteed/equity components YoY .
  • At‑risk pay: CFO’s annual cash incentive tied predominantly to corporate performance (75% weight for CFO) with achievement at 80.6%; individual component achieved at 84.6% .
  • Discretion: Committee exercised discretion to award additional bonuses for 2024 based on qualitative improvements (CFO $33,068) .
  • Equity vesting: Options vest monthly over 48 months for 2021–2024 grants; RSUs vest annually over three years; post‑2021 awards carry double‑trigger acceleration upon qualifying CoC termination (retention-aligned) .

Risk Indicators & Red Flags

  • Clawback policy in place per SEC/Nasdaq rules (mitigates risk of windfall from misstated results) .
  • Anti‑hedging policy (alignment with shareholders; no hedging of Company stock) .

Investment Implications

  • Pay-for-performance alignment: CFO incentives are anchored to revenue execution and margin expansion; 2024 corporate performance scored 80.6%, with individual performance 84.6%; additional discretionary bonus acknowledged sustained improvement .
  • Retention risk/CoC economics: Double‑trigger CoC protection includes full time‑based equity acceleration and 1x salary + 1x target bonus, which is market-standard; non‑CoC severance (9 months base) provides continuity without over-insulating management .
  • Selling pressure/overhang: Significant scheduled RSU vesting through 2027 and a layered option stack may create periodic transaction activity (e.g., tax withholding sales) as tranches vest; many legacy options were out‑of‑the‑money at 12/31/2024 ($0.90 stock price reference), while $0.75-strike options were in‑the‑money .
  • Execution signals: Company raised FY25 guidance, delivered recurring revenue growth and margin progress, and secured a record multi‑system order; these are constructive indicators for incentive realization and equity value alignment under the CFO’s purview .