
James Parslow
About James Parslow
James F. Parslow is Interim Chief Executive Officer (since May 16, 2024) and Chief Financial Officer (since April 3, 2017) of Xenetic Biosciences; he is 60 years old in the 2025 proxy and is a Certified Public Accountant with 35+ years’ experience across biotech, e‑commerce, clean tech, and high-tech manufacturing, including as CFO of World Energy Solutions (2006–2015, acquired by EnerNOC) and interim CFO consulting (2015–2017). He holds an A.B. in Economics and Accounting from the College of the Holy Cross and an M.B.A. in Finance from Bentley University . During 2024 (the year he became Interim CEO), Xenetic’s TSR (value of $100 investment) improved to $30.93 from $16.91 in 2023, while net loss narrowed to $(3.96) million from $(4.13) million in 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| World Energy Solutions, Inc. | CFO, Treasurer, Secretary | 2006–2015 | Public B2B energy/ecom broker; tenure culminated in acquisition by EnerNOC in 2015 . |
| Multiple emerging tech companies | Interim CFO consultant | 2015–2017 | Provided interim CFO services to emerging companies pre-joining Xenetic . |
External Roles
No public company directorships or external executive roles for Mr. Parslow were disclosed in the filings reviewed .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $329,175 | $378,378 |
| Target Bonus (% of base) | 35% | 35% |
| Actual Bonus Paid ($) | $33,411 | $0 |
| All Other Compensation ($) | $37,214 | $35,510 |
| Total Compensation ($) | $433,732 | $481,168 |
- Base salary rate increased to $400,000 effective May 16, 2024 when he was appointed Interim CEO .
- Retention bonus: $100,000 payable if he remains employed for 10 months following May 16, 2024 (earned in 2025 per footnote) .
Performance Compensation
Annual Incentive (Cash)
| Item | 2023 | 2024 |
|---|---|---|
| Framework/Metric | Strategic, financial and operating objectives (no weightings disclosed) | Strategic, financial and operating objectives (no weightings disclosed) |
| Target | 35% of base salary | 35% of base salary |
| Actual Payout ($) | $33,411 | $0 |
| Vesting | Cash, paid annually | Cash, paid annually |
Equity Awards (Accounting Grant-Date Fair Value and Structure)
| Year | Option Awards ($) | Notes |
|---|---|---|
| 2023 | $33,932 | Options granted; vesting schedules per award-specific terms below. |
| 2024 | $67,280 | Includes 20,000-share option tied to Interim CEO appointment; vests 25% on grant and 25% on each of first, second, third anniversaries . |
Outstanding Equity Awards at 12/31/2024 (Vesting/Overhang Detail)
| Options (Exercisable/Unexercisable) | Exercise Price | Expiration | Vesting Schedule |
|---|---|---|---|
| 1,459 / – | $548.40 | 4/3/2027 | Vested 1/3 annually over 3 years from grant . |
| 8,000 / – | $13.10 | 12/4/2029 | Vested 1/3 annually over 3 years from grant . |
| 5,000 / – | $26.00 | 3/18/2031 | 1/3 at 1st anniversary; remaining 2/3 over eight equal quarterlies (completed 3/18/2024) . |
| 4,583 / 417 | $11.20 | 3/24/2032 | 1/3 at 1st anniversary; remaining 2/3 over eight equal quarterlies 6/24/2023–3/24/2025 . |
| 3,333 / 6,667 | $3.88 | 12/11/2033 | 1/3 at 1st anniversary; remaining 2/3 over eight equal quarterlies 3/11/2025–12/11/2026 . |
| 5,000 / 15,000 | $3.99 | 6/18/2034 | 25% at grant; 25% on each of 1st, 2nd, 3rd anniversaries . |
- Non-Equity incentive payouts are determined against strategic, financial and operating objectives; specific metric weightings and thresholds are not disclosed .
Equity Ownership & Alignment
| Date (Record) | Total Beneficial Ownership | % of Shares Outstanding | Composition/Notes |
|---|---|---|---|
| Oct 15, 2024 | 26,959 shares | 1.7% | Entirely options exercisable within 60 days . |
| Oct 15, 2025 | 36,126 shares | 1.6% | Entirely options exercisable within 60 days . |
- Anti-hedging and pledging policy prohibits hedging and pledging; company states all officers are in compliance and no pledged shares by officers/directors .
- Executive stock ownership guidelines for officers are not disclosed in the proxy statements reviewed .
Employment Terms
| Term | Detail |
|---|---|
| Employment status | At-will; initial CFO agreement effective April 3, 2017; amended June 18, 2024 for Interim CEO role . |
| Base salary | Increased to $400,000 effective May 16, 2024 . |
| Target bonus | 35% of base salary . |
| Retention bonus | $100,000 if employed for 10 months from May 16, 2024 (earned in 2025) . |
| Severance (without Cause / for Good Reason) | 12 months base salary paid over time plus COBRA premiums up to 12 months . |
| Equity grant (2024 amendment) | 20,000 options at fair market value on amendment effective date; vest 25% at grant and 25% on each of the first three anniversaries; under Equity Incentive Plan . |
| Restrictive covenants | Customary confidentiality, non‑solicitation and non‑competition provisions . |
| Clawback policy | Company adopted a clawback policy effective Oct 2, 2023 (NASDAQ/Section 304 compliant) . |
| 401(k) | Company match 100% up to 4% of salary; fully vested . |
| Change‑of‑control terms | No separate change‑of‑control multiple disclosed for Mr. Parslow beyond potential severance if terminated without Cause/for Good Reason . |
| Related party transactions | Company disclosed none involving Mr. Parslow at appointment (Item 404(a) Reg S‑K) . |
Investment Implications
- Alignment: Ownership consists entirely of options exercisable within 60 days (1.6%–1.7% of outstanding), with no pledging and an anti‑hedging policy—moderate alignment via equity, but limited direct share ownership can temper downside exposure .
- Retention and overhang: A $100k retention bonus and sizeable unvested option tranches (e.g., 6,667 unvested at $3.88 expiring 12/11/2033; 15,000 unvested at $3.99 expiring 6/18/2034) create retention hooks and future equity overhang; vesting extends through 2026–2027 .
- Pay mix shift in 2024: Interim CEO promotion increased salary rate to $400k and equity grant fair value to $67k, while no annual bonus was paid for 2024—indicating higher fixed and time‑based equity vs. cash performance pay during transition; a clawback is in place .
- Performance context: In 2024 TSR improved and net loss narrowed versus 2023; compensation actually paid to the CEO framework cites linkage to strategic/operating objectives, though precise metric weightings are undisclosed .
Sources: Xenetic Biosciences 2025 DEF 14A (filed Oct 31, 2025) ; 2024 DEF 14A (filed Oct 31, 2024) ; 8‑K filings regarding appointment and compensation amendment (May 22, 2024; June 21, 2024) .