continued coverage under the Company’s health and welfare benefit plans (up to 18 months) if his employment is terminated by us without “cause” or if he resigns for “good reason.” He is also eligible to receive up to an additional 12 months’ severance and benefits if he remains unemployed following the initial twelve months of payment. More information can be found under the section “Compensation Tables for Named Executive Officers - Post-Employment Benefits”.
Lawrence Lin (CFO)
On November 12, 2024, the Company appointed Lawrence Lin as its CFO to replace Mr. Cueto. Pursuant to his offer letter dated November 11, 2024, between Mr. Lin and the Company, which stipulates the terms and conditions of his employment with the Company and his specified annual base salary, and the target variable compensation award based on performance. The agreement provides severance of one year’s base salary in the year of termination, continued coverage under the Company’s health and welfare benefit plans (up to 12 months) and the portion of his $250,000 new hire grant (“Make-Whole Award”) scheduled to vest within the 12-month period immediately following such termination date, shall immediately become fully vested if his employment is terminated by us without “cause” or if he resigns for “good reason.” More information can be found under the section “Compensation Tables for Named Executive Officers - Post-Employment Benefits”.
Ephraim Starr (General Counsel)
On May 15, 2025, the Company appointed Ephraim Starr to replace Mr. Joseph. Pursuant to his offer letter dated as of April 16, 2025, between Mr. Starr and the Company, which stipulates the terms and conditions of his employment with the Company and his specified annual base salary, and the target variable compensation award based on performance. The agreement provides severance of one year’s base salary in the year of termination, and continued coverage under the Company’s health and welfare benefit plans (up to 12 months) if his employment is terminated by us without “cause” or if he resigns for “good reason.” More information can be found under the section “Compensation Tables for Named Executive Officers - Post-Employment Benefits”.
Herman Cueto (former CFO)
On October 16, 2023, Mr. Cueto entered into an offer letter that stipulated the terms and conditions of his employment as CFO, including severance of one year’s base salary and continued participation in benefit plans if terminated without “cause” and he is unemployed.
On November 12, 2024, Mr. Cueto entered into a transition and severance agreement with the Company in connection with our appointment of Lawrence Lin as CFO. Per this agreement, Mr. Cueto remained CFO through the filing on November 27, 2024, of our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, and then transitioned to a consultant role as Advisor to the CEO. He remained an employee through December 1, 2024, receiving his then current base salary, participating in the Company’s benefit plans, and his equity awards continued to vest and remained exercisable. He also received his FY24 performance-adjusted PBVC payment at the same time as other executives. Upon the termination of his employee status, his consulting services agreement became effective on December 2, 2024, and ran through February 28, 2025. For his consulting services, he received $43,333.33 per month along with the employer portion of his benefits. His equity awards continued to vest and remain exercisable in accordance with their respective terms. Upon the conclusion of his consulting services, in consideration of a full release and given that Mr. Cueto was terminated without “cause,” as agreed in his offer letter, he received severance equal to one year’s base salary ($520,000) and participation in benefits. In addition, his unvested 4,581 RSUs granted on November 16, 2023, and his unvested 11,309 RSUs granted on August 9, 2024, vested immediately upon the expiration of the consulting term, while all other unvested equity awards were cancelled.
Jason Joseph (former General Counsel)
On May 15, 2025, Mr. Joseph, Azenta’s former SVP, General Counsel and Secretary, entered into a transition and separation agreement with Azenta. Mr. Joseph stepped down from his role as SVP, General Counsel and Corporate Secretary on May 15, 2025. He remained an employee in an Advisor role through June 30, 2025, receiving his then current base salary, continuing participation in the Company’s health and welfare benefit plans, and his outstanding equity awards continued to vest and remained exercisable in accordance with their terms. Consistent with the terms of his award agreement, it was also agreed that upon his termination as an employee, he would vest immediately in his retention grant of 10,856 shares issued on August 8, 2024. Mr. Joseph did not receive any severance as part of his transition and separation agreement.
Upon his termination from the company on June 30, 2025, Mr. Joseph entered into a five-month consultancy arrangement (July 1, 2025 – November 30, 2025) to provide advisory and transition support to the CEO and the new SVP, General Counsel and Secretary. Under this arrangement, Mr. Joseph received $192,000, paid in five equal monthly installments of $38,400, through November 30, 2025, and his equity awards continued to vest and remain exercisable in accordance with their respective terms. He also remained eligible to receive his full year FY25 ICP based on company performance and assumed 100% achievement on strategic objectives. This ICP will be paid at the same time as other executives.
