Sri Kosaraju
10x GenomicsAbout Sri Kosaraju
Independent Class III director at 10x Genomics since April 2019; age 47. Currently Audit Committee Chair and M&A Committee Chair, and designated as an “audit committee financial expert.” Background spans Inscripta (President & CEO since Oct 2020), Penumbra (President; CFO; Head of Strategy, 2015–2020), and J.P. Morgan (Managing Director, Equity Capital Markets; various roles 1999–2015). B.S. from MIT; board tenure reflected as 6 years in TXG’s skills matrix .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Inscripta | President & CEO | Oct 2020–present | CEO experience relevant to technology and life sciences |
| Penumbra | President; CFO; Head of Strategy | Aug 2019–May 2020; May 2015–Nov 2019; May 2015–Aug 2019 | Public company executive leadership; finance |
| J.P. Morgan Securities LLC | Managing Director, Equity Capital Markets; Equity Derivatives; TMT Investment Banking Coverage | 1999–2015 | Capital markets and financial expertise |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| Nevro Corp. | Director | Public | Aug 2021–present | Medical device board role |
| Inscripta | President & CEO | Private | Oct 2020–present | Operates in genomics tools; network tie with TXG chair (John Stuelpnagel chairs Inscripta) |
Board Governance
- Independence: Determined independent under Nasdaq rules; one of six independent directors on an 8-member board .
- Committee assignments: Audit Committee Chair; Mergers & Acquisitions Committee Chair; Audit Committee member .
- Attendance: Board held 5 meetings in 2024; each director attended at least 75% of board and applicable committee meetings .
- Audit Committee activity: 7 meetings in 2024; Kosaraju designated as audit committee financial expert; oversight includes financial reporting, cybersecurity, ESG disclosures, and related-person transactions .
- M&A Committee: Chaired by Kosaraju; met on an ad hoc basis and did not meet in 2024; no compensation for service on this committee .
- Leadership structure and practices: Independent chair (John Stuelpnagel), separate CEO/Chair roles, executive sessions for non-employee directors, director stock ownership policy, clawback policy, prohibition on hedging/pledging .
Fixed Compensation
| Component | Structure/Amount | 2024 Amount (Sri) |
|---|---|---|
| Annual cash retainer | $55,000; paid quarterly, prorated as applicable | $76,813 (fees earned or paid in cash) |
| Committee chair/member fees | Audit Chair $25,000; Audit Member $10,000; Comp Chair $18,250/Member $8,000; Nominating Chair $12,500/Member $5,000 | Included within cash total; Sri served as Audit Chair |
| Meeting fees | None; reimbursement of travel/lodging allowed | $0 |
Performance Compensation
| Component | Grant Basis | Vesting | 2024 Amount (Sri) |
|---|---|---|---|
| Annual director RSUs | Automatic RSU grant at annual meeting; value sized by formula (~$215,000 divided by 20-day avg price) | Vests quarterly over 1 year; full acceleration upon change in control | $186,645 grant-date fair value |
| Initial director RSUs (if appointed off-cycle) | ~$400,000 divided by 20-day avg price in month following appointment month | Tranche over 3 years (1/3 then quarterly) | N/A in 2024 |
Notes:
- Directors receive time-based RSUs; no director PSUs/options issued in 2024 (Sri had legacy option holdings; see Equity Ownership) .
- Change-in-control: Director equity awards vest in full immediately prior to a change in control (single-trigger for directors) .
Other Directorships & Interlocks
| Counterparty | Type | Interlock/Exposure | Notes |
|---|---|---|---|
| Inscripta | Private genomics tools | Shared affiliation: TXG chair is Inscripta chair; Sri is CEO | No related-party transactions disclosed with Inscripta |
| Nevro Corp. | Public medical device | External board seat | No related-party transactions disclosed |
Expertise & Qualifications
- Financial literacy/expertise; capital markets/M&A; risk management; life sciences; governance. Skills matrix shows breadth across executive leadership, business operations/development, and governance .
- “Audit committee financial expert” designation per Regulation S-K Item 407(d)(5) .
Equity Ownership
| Category | Shares/Units | Detail/Status |
|---|---|---|
| Total beneficial ownership (Class A) | 144,215 | Includes direct, trust, exercisable options, and RSUs vesting within 60 days; <1% of voting power; no Class B |
| Direct ownership | 38,929 | Held directly |
| Indirect (family trust) | 3,000 | Kosaraju Family Trust (trustee) |
| Options (exercisable ≤60 days) | 100,123 | Vested/exercisable counted in beneficial ownership |
| RSUs (vesting ≤60 days) | 2,163 | Counted in beneficial ownership |
| Director RSUs outstanding (12/31/24) | 4,325 | Aggregate RSUs outstanding |
| Pledging/Hedging | Prohibited absent preclearance; margins/shorts prohibited | Insider Trading Policy restrictions and anti-pledging emphasis |
| Ownership guidelines | Directors: 3× annual cash retainer; compliance by Jan 25, 2029 or 5 years from appointment | Company states directors/officers satisfy or are making timely progress |
Governance Assessment
- Strengths: Independent director; Audit Chair with audit committee financial expert designation; robust policies (clawback, anti-hedging/pledging, ownership guidelines); no related-party transactions reported; strong shareholder support for re-election (189.3M for; 7.24M against) .
- Potential watch items: Single-trigger acceleration of director RSUs upon change in control ; network interlock with Inscripta (Sri as CEO; Stuelpnagel as chair) without disclosed transactions .
- Engagement: 2025 election results and Say-on-Pay approval indicate broad shareholder support; all directors met ≥75% attendance thresholds in 2024 .
Additional Signals
- 2025 Annual Meeting election results for Class III directors:
- Sri Kosaraju: 189,313,724 For; 7,243,542 Against; 172,526 Abstentions; Broker non-votes 19,837,766 .
- Say-on-Pay outcomes:
- 2025: 164,321,765 For; 32,192,042 Against; 215,985 Abstentions; Broker non-votes 19,837,766 .
- 2024: ~83% approval (for 2023 program) .
Insider Trades
- Recent SEC Form 4 filing for Sri Kosaraju dated period June 3, 2025; filed June 5, 2025 (details in filing) .
Committee Activity Summary (Sri Kosaraju)
| Committee | Role | 2024 Meetings | Key Oversight Areas |
|---|---|---|---|
| Audit | Chair | 7 | Financial reporting; auditor oversight; risk; cybersecurity; related-party transactions; ESG disclosures |
| Mergers & Acquisitions | Chair | 0 (ad hoc) | Review/assess strategic transactions; no compensation for service |
Director Compensation (2024 – Sri Kosaraju)
| Metric | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $76,813 |
| Stock Awards (RSUs) – grant-date fair value | $186,645 |
| Total | $263,458 |
| Options Outstanding (12/31/24) | 100,123 |
| RSUs Outstanding (12/31/24) | 4,325 |
Policy Highlights Relevant to Investors
- Non-Employee Director Compensation Policy: cash retainer, committee chair/member fees; automatic RSU grants with quarterly vesting; full acceleration upon change in control; no meeting fees .
- Clawback policy compliant with SEC/Nasdaq; stock ownership policy covering directors and executives .
- Prohibition on hedging, pledging, and short sales; margin accounts disallowed .
Related Party & Conflicts
- No related-party transactions >$120,000 involving directors/executives disclosed; formal related-party transaction policy requires Audit Committee approval for covered transactions .