Sean Murphy
About Sean Murphy
Sean Murphy, age 73, has served on the TriSalus Life Sciences (TLSI) board since 2020 and is currently Chair of the Finance Strategy Committee. He briefly served as Chief Manufacturing, Strategy and Business Development Officer (Jan–Feb 2025) and previously as Chief Financial Officer (Jun 2022–Jan 2025). Earlier, he chaired TLSI’s Audit Committee (Aug 2020–Jun 2022). He holds a BBA in Finance & Accounting (Western Illinois), an MS in Finance (University of Illinois), and is a CPA (Illinois) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TriSalus Life Sciences (TLSI) | Chief Manufacturing, Strategy & Business Development Officer | Jan 2025 – Feb 28, 2025 | Transitioned from CFO; resigned officer role but remained director |
| TriSalus Life Sciences (TLSI) | Chief Financial Officer | Jun 2022 – Jan 2025 | Finance leadership through public company transition |
| TriSalus Life Sciences (TLSI) | Director; Audit Committee Chair (prior) | Director since Aug 2020; Audit Chair Aug 2020–Jun 2022 | Current Chair, Finance Strategy Committee |
| Malin plc (public) | Executive Vice President | Apr 2016 – Jun 2021 | Life sciences investment leadership |
| Evercore | Senior Advisor | Aug 2011 – Jun 2018 | Strategic advisory experience |
| Abbott Laboratories | Various roles culminating as VP, Business Development & Licensing | ~1980s–2011 | 30-year career; corporate development M&A |
External Roles
| Organization | Role | Type | Committees/Notes | Status |
|---|---|---|---|---|
| Xenex | Director | Private | Current board service | Current |
| Prenosis | Director | Private | Current board service | Current |
| Radius Health | Director; Audit Committee | Public (prior) | Audit committee member | Prior |
| Poseida | Director; Compensation & Governance Committee | Public (prior) | Comp & Governance committee member | Prior |
Board Governance
- Committee assignments: Chair, Finance Strategy Committee; committee remit includes capital structure, financing, M&A, and approval of security issuances. Current membership: Murphy (Chair), David J. Matlin, William Valle, Mats Wahlström; composition unchanged post-Annual Meeting .
- Additional assignment: Post-Annual Meeting, appointed to Science & Technology Committee (Chair: Arjun Desai; members: Gary Gordon, Sean Murphy, William Valle) .
- Independence: Not identified as independent in the board’s 2025 independence determination (independent directors listed exclude Murphy), reflecting his recent executive roles .
- Attendance: In 2024, the Board met 7x; no director attended fewer than 75% of aggregate Board and committee meetings. Finance Strategy Committee was formed Feb 2025 and held no 2024 meetings .
- Board leadership: Independent non-executive Chair (Mats Wahlström) with regular executive sessions of independent directors .
Fixed Compensation
- Director compensation (2024): Murphy received no additional director pay in 2024 because he was a company officer; all compensation reported under NEO section .
- Director pay policy (reference): Standard annual cash retainers include $50,000 Board member; chair retainers: Chair of Board $30,000; Audit $20,000; Compensation $15,000; Nominating & Governance $15,000; committee member $7,500; Finance Strategy Committee added in Feb 2025: chair $20,000; member $7,500 .
Named Executive Officer compensation for Sean Murphy (as an officer):
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 471,539 | 529,513 |
| Stock Awards ($, grant-date fair value) | 171,433 | 324,368 |
| Option Awards ($, grant-date fair value) | 593,066 | 1,224,459 |
| Non-Equity Incentive Plan Compensation ($) | 156,158 | 232,500 |
| All Other Compensation ($) | 1,050 | 1,693 |
| Total ($) | 1,393,246 | 2,312,533 |
- 2025 amended employment terms prior to resignation: Base salary $450,000; target annual bonus 50% of base (amended Jan 2025). Resigned as officer Feb 28, 2025; received only accrued benefits .
Performance Compensation
- 2024 annual bonus program: Target bonus 50% of base salary; actual payout at 50% of target. Payout was approved to be settled in fully vested RSUs (grant pending as of proxy) .
- Salary Investment Program (Dec 2024): Each NEO elected to forego a portion of 2025 cash salary for RSUs granted Feb 2025. Vesting: 12.5% on grant; 25% on each of May 15, Aug 15, Nov 15, 2025; remainder Feb 13, 2026; accelerated vesting pro-rata upon certain involuntary terminations/resignations for good reason .
- Clawback policy: Compensation Committee empowered to approve/modify clawbacks to recoup improper compensation .
- Hedging/pledging: Company policy prohibits directors/officers/employees from hedging or pledging company stock .
Key 2024 equity awards/vesting (selected):
- Options: 122,395 and 2,605 options granted Jan 24, 2024 (exercise price $9.28); 100,625 and 4,375 options granted Feb 12, 2024 (exercise price $9.50); 25% vest at 1-year, then monthly 1/48 thereafter .
- RSUs: 17,500 and 16,644 granted Feb 12, 2024; vest 25% annually over 4 years from grant date .
Performance metrics (structure):
- Corporate goals set by Board; NEO targets and attainment used to determine payouts (50% target achieved in 2024; settled in RSUs) .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential Interlock/Conflict Notes |
|---|---|---|---|
| Xenex (private) | Director | — | No related-party transactions disclosed with TLSI |
| Prenosis (private) | Director | — | No related-party transactions disclosed with TLSI |
| Radius Health (public, prior) | Director | Audit Committee | Prior role; no current interlock disclosed |
| Poseida (public, prior) | Director | Compensation & Governance | Prior role; no current interlock disclosed |
Expertise & Qualifications
- Corporate finance, M&A, and BD&L: 30-year Abbott career culminating as VP, Business Development & Licensing; senior advisor at Evercore; EVP at Malin plc .
- Governance/oversight: Prior TLSI Audit Chair; current Chair, Finance Strategy Committee .
- Credentials: CPA (Illinois); BBA Finance & Accounting; MS Finance .
Equity Ownership
| Component | Shares |
|---|---|
| Total beneficial ownership | 779,164 (2.4% of outstanding common stock as of Mar 31, 2025) |
| Murphy Family Trust 2012 | 357,535 |
| Sean E. Murphy Trust (U/A 2/4/2004) | 197,732 |
| Options exercisable within 60 days | 219,736 |
| Shares from settled RSUs | 4,161 |
- Hedging/pledging: Prohibited under company policy (alignment positive) .
- Director stock ownership guidelines: Committee has authority to establish/monitor, but specific multiples not disclosed .
Governance Assessment
Positives
- Deep finance and BD/M&A experience; prior Audit Chair and current Finance Strategy Committee Chair provide relevant oversight in capital structure, financing, and strategic transactions .
- Strong engagement: Board met 7x in 2024; no director below 75% attendance threshold .
- Alignment mechanisms: Significant personal beneficial ownership (2.4%); hedging/pledging prohibited; bonus settled in equity for 2024 .
Risks / RED FLAGS
- Independence: Not classified as independent due to recent executive roles (CFO through Jan 2025; CMSBDO through Feb 2025). Serving as Finance Strategy Committee Chair while recently an officer may raise perceived conflicts around capital allocation and financing decisions .
- Continued vesting as director: Following resignation as officer, continues to vest in outstanding equity while serving on the Board, which can blur lines between management incentives and director independence if material; however, this is disclosed .
- Say-on-Pay context: As an Emerging Growth Company, TLSI is exempt from say-on-pay—reduces external feedback loop on pay practices during a period that included equity-heavy awards .
Related-Party / Conflicts
- The company maintains a related-person transactions policy overseen by the Audit Committee; no specific related-party transactions disclosed for Murphy beyond ordinary compensation and equity awards .
- Insider trading controls and anti-hedging/pledging policies are in place .
Fixed Compensation (Director Policy Reference)
| Retainer Type | 2024 Annual Amount |
|---|---|
| Board Member | $50,000 |
| Board Chair (additional) | $30,000 |
| Committee Chair – Audit | $20,000 |
| Committee Chair – Compensation | $15,000 |
| Committee Chair – Nominating & Governance | $15,000 |
| Committee Chair – Science & Technology | $25,000 |
| Committee Member (non-chair) | $7,500 |
| Finance Strategy Committee (added Feb 2025) | Chair $20,000; Member $7,500 |
Note: Murphy received no additional director compensation for 2024 due to his officer status; post-resignation he is eligible under this policy .
Performance Compensation (Detail)
| Element | 2024 Design | 2024 Outcome |
|---|---|---|
| Target Bonus % of Salary | 50% | 50% payout of target |
| Payout Vehicle | Cash bonus program; 2024 payouts settled in fully vested RSUs | Fully vested RSUs (grant pending at proxy filing) |
| Salary Investment Program (2025) | Portion of 2025 salary converted to RSUs; vest quarterly through Feb 13, 2026 | Elected by all NEOs in Dec 2024 |
Citations: target and outcomes ; payout vehicle and pending grant ; salary-for-RSU program and vesting .
Other Notes (Severance/Change-in-Control)
- Standard executive severance (if terminated without cause or resignation for good reason): 12 months’ base salary; pro rata bonus in certain Q4 terminations .
- Double-trigger CIC within one year: lump sum 12 months’ salary, target bonus, 12 months’ medical benefits, and full vesting of time-based equity; performance awards deemed at target if not assumed .
- Murphy received only accrued benefits upon officer resignation; continues vesting while serving as director; eligible for director compensation thereafter .
Overall view: Murphy’s capital markets and BD experience is highly relevant to TLSI’s financing and strategic needs, but his very recent executive role means he is not currently considered independent. Chairing the Finance Strategy Committee while continuing to vest prior executive equity warrants careful monitoring by investors for potential conflicts, even as alignment is supported by meaningful ownership and anti-hedging/pledging policies .