Jake Leach
About Jake S. Leach
Jake S. Leach has served on SenesTech’s board since November 2020 and is currently an independent Class I director with a term expiring at the 2026 annual meeting. He is Executive Vice President and Chief Operating Officer of DexCom, Inc.; prior roles at DexCom include EVP & Chief Technology Officer (2018–2022), SVP R&D (2015–2018), and VP R&D (2011–2015). Leach holds a B.S. in Electrical Engineering with a minor in Biomedical Engineering from UCLA. The 2025 proxy lists his age as 47 as of the record date.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DexCom, Inc. | EVP & Chief Operating Officer | Current (as of proxy) | Operations leadership at a public medtech company |
| DexCom, Inc. | EVP & Chief Technology Officer | Sep 2018 – Aug 2022 | Led technology and R&D strategy |
| DexCom, Inc. | SVP, Research & Development | Jan 2015 – Sep 2018 | R&D leadership |
| DexCom, Inc. | VP, Research & Development | Jan 2011 – Jan 2015 | R&D leadership |
External Roles
| Organization | Role | Start | Notes |
|---|---|---|---|
| DexCom, Inc. | EVP & Chief Operating Officer | Current (as of proxy) | Public company operating executive role; no other public company directorships disclosed in the 2025 SNES proxy for Mr. Leach |
Board Governance
- Board classification and tenure: Class I director; term expires at 2026 annual meeting; director since 2020. Board size is 6 and classified into three classes.
- Independence: Determined independent under Nasdaq rules.
- Committees: Member, Audit Committee (Chair: Matthew K. Szot). Not listed as a member of Compensation or Nominating & Corporate Governance committees.
- Audit Committee activity and expertise: Audit Committee (Szot, Leach, Moss) held responsibilities including auditor oversight, financial statement review, internal controls, related-party review; Szot designated as audit committee financial expert.
- Attendance: Board held 4 meetings in 2024; all directors attended more than 75% of board and committee meetings on which they served.
- Leadership and executive sessions: Independent Chair (Dr. Jamie Bechtel); independent directors meet in executive session from time to time.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board Retainer (cash) | $27,000 | Standard cash retainer for non-employee directors |
| Additional Retainer – Board Chair | $40,000 | Paid to the independent Chair |
| Committee Chair Retainer – Audit | $15,000 | Annual cash |
| Committee Chair Retainer – Compensation | $15,000 | Annual cash |
| Committee Chair Retainer – Nominating & Corporate Governance | $15,000 | Annual cash |
| Committee Member Retainer – Audit | $5,000 | Annual cash |
| Committee Member Retainer – Compensation | $5,000 | Annual cash |
| Committee Member Retainer – Nominating & Corporate Governance | $5,000 | Annual cash |
| Jake S. Leach – 2024 Director Compensation | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | $0 (elected full equity in lieu of cash) |
| Option Awards (grant date fair value, ASC 718) | $64,776 |
| All Other Compensation | $0 |
| Total | $64,776 |
Performance Compensation
| Equity Element | 2024 Policy Detail | Vesting/Term | Notes |
|---|---|---|---|
| Annual Option Grant (Non-Employee Directors) | 0.75% of common stock outstanding on a fully diluted basis at grant (Aug 27, 2024) | Vest in equal quarterly installments over the service year; 5-year expiration; exercise price = closing market price on grant date | Directors may elect to take cash retainers in equity in lieu of cash, subject to plan limits |
| Jake S. Leach – Option Awards (aggregate grant date fair value) | $64,776 (2024) | As per policy above | Options outstanding as of Dec 31, 2024: 24,804 shares underlying options |
No director performance metrics (e.g., revenue, EBITDA, TSR) are disclosed for director equity; director options are time-vested and sized by a % of fully diluted shares outstanding at grant.
Other Directorships & Interlocks
- No other public company directorships for Mr. Leach are disclosed in the 2025 SenesTech proxy biography section.
Expertise & Qualifications
- Education: B.S., Electrical Engineering (minor in Biomedical Engineering), UCLA.
- Functional expertise: Operations and corporate strategy; R&D and innovative technology; strong knowledge of domestic and international regulatory requirements.
- Audit financial expert designation: The board designated Matthew K. Szot as the Audit Committee Financial Expert; Leach serves as an Audit Committee member.
Equity Ownership
| Holder | Common Shares Owned | Options/Warrants Exercisable or Vesting within 60 Days | Total Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|
| Jake S. Leach | 63 | 24,804 | 24,867 | 1.38% |
- Section 16(a) compliance: Company states all Section 16(a) filing requirements for officers/directors were met in a timely manner for 2024.
- Anti-hedging: Company discourages (but does not formally prohibit) hedging/monetization transactions; insider trading policy in place.
Governance Assessment
Key positives
- Independence and committee service: Leach is an independent director and active member of the Audit Committee, which met responsibilities around auditor oversight, financial statements, internal controls, and related-party transaction review.
- Engagement: All directors, including Leach, met the >75% attendance threshold for board/committee meetings in 2024.
- Alignment via equity: Leach elected to receive 100% of his 2024 director compensation in options ($64,776 grant date fair value), increasing at-risk pay and alignment with shareholders.
- Conflicts/related-party: Company discloses no related-party transactions requiring Item 404 disclosure for 2023–2024.
Potential considerations for investors
- Anti-hedging policy: Hedging is discouraged but not subject to a formal prohibition, which some investors view as a governance gap versus best-practice outright bans.
- Dilution sensitivity: Director option grants are sized as a percentage of fully diluted shares outstanding (0.75% per non-employee director in 2024), which can be meaningful for a micro-cap and should be monitored relative to performance and overhang.
- Ownership mix: While total beneficial ownership is 1.38%, most exposure appears through options (24,804 underlying shares) versus common shares (63). This concentrates alignment in option-based incentives and vesting timelines.
Controls and policies
- Independent Chair structure (Chair: Dr. Bechtel) and separation from CEO role, with executive sessions of independent directors.
- Indemnification agreements and D&O insurance in place; formal related-party transactions policy administered by the Audit Committee.
RED FLAGS (monitor)
- Lack of a formal anti-hedging ban (policy discourages but does not prohibit).
- Option grant sizing by % of fully diluted shares may amplify dilution if equity usage remains elevated relative to performance and market cap.
