Austin Aerts
About Austin Aerts
Austin Aerts (age 38) is Chief Financial Officer of Sera Prognostics. He joined Sera in July 2017, served as interim CFO from June 2023 to November 2023, and was appointed CFO in November 2023. He holds a Master of Accounting from the University of Utah and is an active CPA licensed in Utah. Notable execution contributions include leading finance for Sera’s July 2021 IPO and the February 2025 follow‑on offering. The proxy does not disclose TSR, revenue growth, or EBITDA growth attributable to his tenure.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sera Prognostics, Inc. | Chief Financial Officer | Appointed Nov 2023; interim CFO Jun–Nov 2023 | Led finance and capital markets; played key roles in the 2021 IPO and 2025 follow‑on offering |
| Sera Prognostics, Inc. | VP Finance & Corporate Controller | Jul 2017–Jun 2023 | Drove process and internal control improvements, managed vital accounting/finance functions |
| Myriad Genetics, Inc. | Finance department roles | Not disclosed | Diagnostics industry finance experience |
| Ernst & Young LLP | Assurance professional | Not disclosed | Audited public/private companies including Sera |
External Roles
- No current external board roles or committee positions are disclosed for Mr. Aerts in the proxy biographies.
Fixed Compensation
| Metric | FY 2022 | FY 2023 |
|---|---|---|
| Base Salary ($) | 230,150 | 307,627 |
| Option Awards ($) | 91,089 | 23,195 |
| Stock Awards ($) | — | 645,178 |
| Non‑Equity Incentive ($) | 57,500 | 46,798 |
| Other Compensation ($) | 10,709 | 13,200 |
| Total ($) | 389,448 | 1,035,998 |
Additional pay settings and changes:
- Employment agreement dated Nov 6, 2023 set initial CFO base salary at $357,850; company-wide reductions cut his annual base to $304,173 effective Nov 6, 2023.
- Annual target bonus: 40% in his agreement; reduced to 20% for 2023; target remains 20% for 2024 per the proxy.
Performance Compensation
| Plan / Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| 2023 Annual Incentive Plan (5 corporate metrics: financial goals, outcomes studies advancement, new data assets, expense reductions, process improvements) | Not disclosed | 20% of base salary (adjusted) | $46,798 | 70% of target | Cash, lump sum post‑year |
Note: 2024 executive bonus details are disclosed for other NEOs but not for Mr. Aerts individually.
Equity Ownership & Alignment
Outstanding equity awards (as of Dec 31, 2023):
| Grant Date | Instrument | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration | RSUs Unvested (#) | RSU Market Value ($) |
|---|---|---|---|---|---|---|---|
| 02/27/2020 | Stock Option | 23,324 | 1,014 | 1.77 | 02/27/2030 | — | — |
| 08/20/2020 | Stock Option | 2,055 | 350 | 1.77 | 08/20/2030 | — | — |
| 03/08/2021 | Stock Option | 59,524 | 27,056 | 5.32 | 03/08/2031 | — | — |
| 08/26/2021 | Stock Option | 2,917 | 2,083 | 9.95 | 08/26/2031 | — | — |
| 03/23/2022 | Stock Option | 17,500 | 22,500 | 3.75 | 03/23/2032 | — | — |
| 03/06/2023 | Stock Option | 1,723 | 7,467 | 3.80 | 03/06/2033 | — | — |
| 03/06/2023 | RSUs | — | — | — | — | 5,810 | 34,744 |
| 11/06/2023 | RSUs | — | — | — | — | 125,000 | 747,500 |
| 11/06/2023 | RSUs (modified) | — | — | — | — | 210,000 | 1,255,800 |
Vesting schedules and selling pressure indicators:
- RSUs granted 11/06/2023 (125,000) vest over two years: 1/8 quarterly for eight quarters following grant (quarterly installments). This cadence can create predictable supply into the float absent 10b5‑1 plans.
- RSUs (210,000) originally four‑year quarterly vesting were modified on Mar 15, 2024 to accelerate 26,250 RSUs and vest the remaining unvested shares in 13 quarterly installments beginning Jun 7, 2024, adding incremental quarterly supply.
- Options primarily vest monthly (1/48 or tiered schedules), with a meaningful pool already exercisable.
Hedging/pledging:
- Company policy prohibits short sales, the use of company stock to secure a margin or other loan (pledging), transactions involving collars or other hedging devices, and trading public options on company stock by employees and directors. Quarterly trading blackouts and pre‑clearance apply.
Beneficial ownership disclosure:
- The 2025 proxy provides aggregate ownership for “all current executive officers and directors” that includes Mr. Aerts, but does not break out his individual percentage/holding. Individual NEO ownership detail for Mr. Aerts is not in the 2025 table; 2023/2024 proxies list his outstanding awards (above).
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Executed Nov 6, 2023 for CFO role; initial base $357,850; base reduced to $304,173 effective Nov 6, 2023 under cost reduction; target bonus 40% in agreement (adjusted to 20% for 2023; 20% for 2024 per proxy) |
| Severance | If terminated without cause or for Good Reason: lump‑sum equal to six months’ base salary on the 60th day; health insurance reimbursement up to 12 months or earlier COBRA exhaustion/eligibility under new employment |
| Equity Acceleration | Upon qualifying termination: 37.5% of unvested equity vests; if termination occurs within 30 days prior to or within 12 months after a Change of Control (as defined in Sera plans), 100% of unvested equity vests (double‑trigger with a springing window) |
| Death/Disability Payment | If death/disability and company has previously achieved $10,000,000 annual gross revenue, lump‑sum equal to six months’ base salary (subject to no insurance benefits otherwise provided) |
| Clawback | Company‑wide clawback policy adopted Oct 2, 2023 to recover excess incentive comp tied to erroneously reported financials after a restatement, regardless of misconduct; applies to covered officers (includes CFO) |
| Insider Trading Controls | Prohibits hedging, short sales, margin loans/pledges; requires pre‑clearance for trades; quarterly and event‑based blackouts |
Investment Implications
- Pay mix has shifted toward equity: 2023 saw substantial RSU grants alongside reduced cash compensation, improving alignment with long‑term shareholder value but increasing predictable quarterly supply as RSUs vest (1/8 quarterly for the 125k grant; 13 quarterly installments for the modified 210k grant beginning June 2024). Monitor Form 4s/10b5‑1 plans for selling cadence.
- Retention and change‑of‑control dynamics: 6‑month salary severance plus 37.5% equity acceleration on standard qualifying terminations; 100% acceleration within the CoC window indicates double‑trigger protection with enhanced CoC economics—balanced retention yet potential full equity release in transactions.
- Governance and risk controls: SEC/Nasdaq‑compliant clawback and strict anti‑hedging/anti‑pledging policy are positive alignment signals; equity award modification (RSU acceleration in Mar 2024) is a governance consideration to monitor for precedent and rationale.
- Execution track record: Led finance for the 2021 IPO and 2025 follow‑on offering, evidencing capital markets competency for funding growth; no TSR or financial performance metrics are disclosed specific to his tenure in the proxy.