Gregory Sargen
About Gregory Sargen
Gregory Sargen, age 59, is a Class II independent director of Protara Therapeutics; he served on the board of Private ArTara from November 2019 and has been on Protara’s board since January 2020, currently chairing the Audit Committee and standing for reelection to a term ending in 2028 if elected . He is a non-practicing CPA, earned a B.S. in accounting from Pennsylvania State University and an MBA in finance from The Wharton School, and is designated by the board as an “audit committee financial expert” under SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cambrex Corporation | CFO & EVP, Corporate Development and Strategy | Jan 2017–Jan 2020 | Led finance and strategy through Dec 2019 acquisition by PE firm |
| Cambrex Corporation | Various managerial roles | Feb 2007–Jan 2017 | Senior finance and corporate roles |
| Expanets, Inc. | EVP & CFO | 1999–2002 | Communications company CFO |
| Fisher Scientific International (Chemicals division) | Vice President of Finance | 1996–1998 | Division finance leadership |
| Merck; Heat and Control; Deloitte & Touche | Finance, accounting, auditing roles | Not disclosed | Early career roles across finance/audit |
External Roles
| Organization | Type | Role | Tenure | Notes |
|---|---|---|---|---|
| Umoja Biopharma, Inc. | Private biotech | Director | Current | Next-gen immunotherapies |
| Kindeva Drug Delivery, L.P. | Private CDMO | Director | Current | Complex drug delivery systems |
| Veranova, L.P. | Private API manufacturer | Director | Current | API development and manufacturing |
| Avid Bioservices, Inc. | Public CDMO (until Feb 2025) | Director | Nov 2017–Feb 2025 | Board service ended upon acquisition by PE firms |
Board Governance
- Committee assignments: Audit Committee Chair; not a member of Compensation, Nominating & Corporate Governance, or Scientific Advisory committees .
- Audit committee composition and qualification: Audit comprises Beshar, Sargen (Chair), Solomon; the board deems all members independent and identifies Sargen as the audit committee financial expert per SEC and Nasdaq rules .
- Attendance and engagement: In FY2024, the board met 7 times; Audit 4; Compensation 6; Nominating & Corporate Governance 3; Scientific Advisory 5; each director attended at least 75% of combined board and committee meetings; independent directors held 5 executive sessions; 4 directors attended the 2024 annual meeting .
- Election cycle: Sargen is nominated as a Class II director at the June 11, 2025 annual meeting; if reelected, the term runs through the 2028 annual meeting; Protara has a staggered (classified) board structure .
Fixed Compensation
2024 actual non-employee director compensation (Sargen):
| Component | 2024 Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 55,000 |
| Option Awards (grant-date fair value) | 20,598 |
| Stock Awards (RSUs) | — |
| Total | 75,598 |
2025 Non-Employee Director Compensation Policy (effective April 1, 2025):
| Component | Amount |
|---|---|
| Annual cash retainer (director) | $40,000 |
| Audit Committee member retainer | $7,500 |
| Audit Committee chair retainer (in lieu of member retainer) | $15,000 |
| Annual option grant (non-employee directors) | 24,000 shares, vests in full on first anniversary |
| Initial option grant (new non-employee directors) | 48,000 shares, 1/3 at year 1, remainder monthly over 24 months |
| Annual cap on director compensation | $750,000 ($1,000,000 in first year on board) |
| Change-in-control treatment for director equity | Full vesting upon change in control for director awards |
Performance Compensation
| Compensation Feature | Details |
|---|---|
| Annual option grant (structure) | 24,000 shares; vests in full after 1 year; grant is the day following each annual stockholder meeting |
| Initial option (new directors) | 48,000 shares; vesting 1/3 at year 1, remainder monthly over 24 months |
| Repricing protection | No option/SAR repricing without stockholder approval |
| Clawback | Awards subject to Company clawback policy |
| Performance-based stock awards | Permitted under 2024 Plan, but no director-specific performance metrics disclosed |
| 2024 option grant value (Sargen) | $20,598 grant-date fair value (ASC 718) |
Not disclosed: strike prices, expirations, or director-specific performance metrics tied to equity.
Other Directorships & Interlocks
| Company | Sector Relation to TARA | Potential Interlock Risk |
|---|---|---|
| Kindeva Drug Delivery; Veranova (CDMO/API) | Potential supplier ecosystem overlap | No related-person transactions with these entities disclosed in proxy; audit committee oversees related transactions under policy |
| Umoja Biopharma (biotech) | Sector adjacency | No related-person transactions disclosed |
Expertise & Qualifications
- Financial expertise: Board-designated audit committee financial expert; meets Nasdaq financial sophistication requirements .
- Credentials: CPA (non-practicing); B.S. Accounting (Penn State); MBA Finance (Wharton) .
- Senior finance leadership: Multi-year CFO and corporate development experience at Cambrex; prior finance leadership at Fisher Scientific; CFO at Expanets .
Equity Ownership
| Item | Value |
|---|---|
| Shares beneficially owned (as of Apr 16, 2025) | 80,000; less than 1% of outstanding |
| Ownership breakdown (within 60 days of record date) | 31,000 RSUs vested or vesting within 60 days ; 49,000 options exercisable within 60 days |
| Shares outstanding (record date) | 38,579,021 shares |
| Hedging/pledging policy | Hedging, short sales, and pledging prohibited for directors |
As of December 31, 2024, Sargen held 31,000 vested but not settled RSUs; there were no unvested RSUs for directors at year-end .
Governance Assessment
- Strengths: Independent director; Audit Committee Chair; designated financial expert; board affirms independence per Nasdaq and Rule 10A-3; robust audit committee mandate (financial reporting, risk, cybersecurity, related-party oversight) enhances board effectiveness . Attendance thresholds were met (≥75% for all directors), with regular independent director executive sessions (5 in 2024), indicating engagement .
- Alignment and controls: Director compensation capped annually; equity subject to clawback; no option repricing; hedging/pledging prohibited; non-employee director equity fully vests upon change in control, reducing misalignment risk while acknowledging transaction realities .
- Potential risks/monitoring items: Multiple private-company boards could present time-commitment pressure; monitor continued attendance and committee workload . Classified board may reduce immediate accountability in contested situations (delays or prevents change of control), a structure generally viewed as entrenching; investors should weigh board refreshment against this governance design . Proxy disclosure of related-person transactions is limited to standard employment and indemnification agreements; no specific director-related transactions are described—continue to monitor audit committee oversight for any emerging interlocks or transactions .
RED FLAGS: None disclosed regarding pledging, hedging, loans, option repricing, tax gross-ups, or related-party transactions involving Sargen; policy explicitly prohibits hedging/pledging and plan bars repricing and gross-ups .