Nicolas Roelofs
About Nicolas Roelofs
Nicolas Roelofs, Ph.D., age 67, has served on Seer’s board since August 2024 and is the Lead Independent Director (appointed August 13, 2024). He brings deep life-sciences operating experience (Agilent, Bio‑Rad, Stratagene) and investor/advisor credentials (Summa Equity, Nordic Capital). He holds a B.S. in chemistry/biology/German (Simpson College), an M.S. in organic chemistry (Iowa State University), and a Ph.D. in organic chemistry (University of Nevada, Reno) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Agilent Technologies (Life Sciences Group) | President | Not disclosed | Led life-science operations; commercial and R&D oversight |
| Bio‑Rad Laboratories (Life Sciences Division) | Group Operations Officer | Not disclosed | Division operations leadership |
| Stratagene Inc. | Chief Operating Officer | Not disclosed | Enterprise operations; scaling |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Olink Holding AB (Nasdaq: OLK) | Director | Since Dec 2020 | Public company director; proteomics platform |
| Summa Equity AB | Principal | Since July 2019 | Private equity; life sciences portfolio |
| Nordic Capital | Industrial Advisor | Since 2014 | PE advisor; sector expertise |
| Sengenics Corporation | Chairman | Mar 2020 – Nov 2024 | Private; proteomics tools; ended 2024 |
| One BioMed Pte Ltd. | Chairman | Mar 2020 – Nov 2024 | Private; life-science tools; ended 2024 |
| ScaleBio Ltd. | Chairman | Mar 2020 – Nov 2024 | Private; next‑gen sequencing tools; ended 2024 |
| Velsera, Inc. | Director | Current | Private; bioinformatics |
| LGC Group | Director | Current | Private; life-science services |
Board Governance
- Lead Independent Director responsibilities include presiding over independent sessions and serving as liaison between the Chair/CEO and independent directors .
- Committees and roles (2025 configuration):
- Talent & Compensation: Member; Chair is Terrance McGuire .
- Corporate Governance & Nominating: Chair .
- Science & Technology: Member; Chair is Robert Langer .
- Independence: Board affirmatively determined Roelofs is independent under Nasdaq rules; five of seven directors independent .
- Attendance: In FY2024, board held five meetings; each director attended at least 75% of aggregate board and committee meetings. Three directors attended the 2024 annual meeting .
- Committee activity levels (FY2024): Audit (4 meetings), Talent & Compensation (5), Governance & Nominating (3), Science & Technology (1) .
- Compensation committee interlocks: None; no insider participation; Roelofs added Feb 2025 .
Fixed Compensation
| Component (FY2024 actual) | Amount (USD) | Notes |
|---|---|---|
| Fees earned or paid in cash | $30,577 | Prorated for 2024 start in Aug |
| Total cash compensation | $30,577 |
| Role-based cash retainers (policy as amended Feb 26, 2025) | Annual Amount (USD) | Eligibility/Role |
|---|---|---|
| Non‑employee director retainer | $42,500 | All outside directors |
| Lead Independent Director | $25,000 | Roelofs (appointed Aug 13, 2024) |
| Governance & Nominating Chair | $10,000 | Roelofs |
| Talent & Compensation member | $7,500 | Roelofs |
| Science & Technology member | $5,000 | Roelofs |
Performance Compensation
| Equity Award (granted Aug 13, 2024) | Shares/Units | Strike/Terms | Vesting | Expiration |
|---|---|---|---|---|
| Stock options | 69,470 | $1.70 per share | 3 equal annual installments starting Aug 13, 2025 | Aug 13, 2034 |
| RSUs | 46,886 | N/A | Vest in full on Aug 13, 2025 | N/A |
- Annual director equity policy (Feb 26, 2025): Options 30,500 shares and RSUs 20,500 shares vest on earlier of 1 year or day before next annual meeting; initial award sizes updated to options 61,000 and RSUs 41,000 with 3‑year annual vesting; 10-year max term; single‑trigger full acceleration upon change in control for director awards .
- Change-in-control terms: Non‑employee director awards granted while serving as director accelerate in full upon Company change in control .
Other Directorships & Interlocks
| Company | Relationship to SEER | Interlock/Conflict Notes |
|---|---|---|
| Olink Holding AB (Nasdaq: OLK) | External directorship | Same broad proteomics domain; monitor for information flow/conflicts; Seer discloses no related party transactions since Jan 1, 2023 . |
- Related party transactions: Audit committee oversees; none >$120,000 disclosed since Jan 1, 2023 involving directors, including Roelofs .
- Section 16(a) compliance: No delinquent reports identified for Roelofs in FY2024 .
Expertise & Qualifications
- Life-science tools operating executive (Agilent/Bio‑Rad/Stratagene), extensive board and advisory experience, public company board exposure (Olink) .
- Scientific grounding and sector network particularly relevant for Seer’s proteomics strategy .
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A | Derivative/Unvested Awards (as of Dec 31, 2024) |
|---|---|---|---|
| Nicolas Roelofs, Ph.D. | 11,027 | <1% | Options: 69,470 unexercisable; RSUs: 46,886 unvested; vesting details above |
- Company policy prohibits hedging and pledging; clawback policy adopted Nov 14, 2023 per Nasdaq/SEC rules .
Governance Assessment
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Strengths: Independent Lead Director with deep life-science operating experience and active chair/member roles across governance, compensation, and science committees; independence affirmed by board; attendance threshold met .
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Alignment: Director equity grants (options + RSUs) with time-based vesting; standard cash retainers aligned to responsibilities (Lead Independent + Chair/member fees) .
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Risks/Watch items:
- Single-trigger acceleration of director equity upon change in control (can be shareholder-sensitive) .
- External public company board at Olink in a related domain—monitor for potential competitive adjacency or information-flow risks; company discloses no related party transactions .
- Board instituted broad option repricing for executives in Oct 2024 (not directors), which can be a governance signal; rationale cited for retention and avoiding dilution/cash spend .
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Committee effectiveness: Active schedule across Audit (4), Compensation (5), Governance (3), Science (1) in FY2024; Roelofs chairs Governance and contributes to Compensation and Science oversight .