Laurent Fischer
Adverum BiotechnologiesAbout Laurent Fischer
Laurent Fischer, M.D., age 61, is Adverum’s Chief Executive Officer (since June 2020), President (since June 2021), and a Class II director standing for re‑election in 2025; he previously served as interim Chief Medical Officer (Oct 2021–Feb 2022). He earned his undergraduate degree from the University of Geneva and his medical degree from Geneva Medical School, Switzerland, and has led multiple biopharma companies including Tobira (sold to Allergan) and Jennerex (sold to SillaJen) . Pay-versus-performance disclosure shows Adverum’s TSR fell from $94.10 to $4.05 per $100 invested between 2020 and 2024, while “compensation actually paid” to the CEO tracked lower versus reported totals, evidencing equity-heavy, performance-contingent pay during a challenging period . In 2024, corporate bonus metrics focused on advancing Ixo‑vec clinical and regulatory milestones, CMC, pipeline progress, organizational effectiveness, and fiscal strength, with payouts at 100% of target reflecting full-year goal attainment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Adverum Biotechnologies | CEO (since Jun 2020); President (since Jun 2021); Interim CMO (Oct 2021–Feb 2022) | 2020–present | Led transition to Phase 3 for Ixo‑vec; secured RMAT/PRIME/ILAP designations; initiated ARTEMIS registrational trial . |
| Allergan plc | SVP, Head of Liver TA | Nov 2016–Jun 2020 | Oversaw liver R&D portfolio; post-Tobira integration leadership . |
| Tobira Therapeutics | Chief Executive Officer | 2013–Nov 2016 | Took company public; sold to Allergan in 2016 . |
| Jennerex, Inc. | Chairman & Chief Executive Officer | Not disclosed | Led company to sale to SillaJen Biotherapeutics . |
| Ocera Therapeutics; Auxeris Therapeutics; RXCentric; MedVantx; DuPont Pharma; DuPont-Merck; F. Hoffmann-La Roche | Executive roles | Not disclosed | Multiple leadership roles across development, commercialization, and operations . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Mirum Pharmaceuticals, Inc. | Director | Current | Public company board . |
| atai Life Sciences N.V. | Director | Current | Public company board . |
| Teal Omics | Chairman of the Board | Current | Private company . |
| Lycia Therapeutics | Director | Current | Private company . |
| CTI Biopharma Corp. | Chairman (prior) | Prior | Sold to SOBI in July 2023; note Board interlock history with ADVM director Dr. Tuckson at CTI Biopharma . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 645,800 | 671,600 | 691,795 |
| Target Bonus % of Salary | — | — | 60% |
| Annual Bonus Paid ($) | 329,358 | 342,531 | 415,080 |
| All Other Compensation ($) | 2,070 | 2,153 | 13,800 |
Notes:
- CEO base salary increased ~3% in 2024 versus 2023 to align with market levels; annual bonuses for 2024 paid at 100% of target based on corporate goals .
Performance Compensation
Annual Cash Incentive (FY 2024)
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Ixo‑vec clinical & regulatory milestones | 35% | Achieve LUNA/OPTIC data, Phase 3 readiness | Achieved (52‑week LUNA; 4‑yr OPTIC; ARTEMIS initiation) | 100% of CEO target ($415,080) | Paid for FY 2024 performance |
| CMC for Ixo‑vec | 25% | Advance manufacturing to intended commercial scale | Achieved (multiple batches at commercial scale) | Included in 100% payout | FY 2024 |
| 7m8 platform & pipeline | 10% | Advance preclinical programs | Progress noted | Included in 100% payout | FY 2024 |
| Organization/people/process | 10% | Improve execution capability | Recruitment of CSO, CMO, CCO; org alignment | Included in 100% payout | FY 2024 |
| Financial strength | 20% | Maintain liquidity/fiscal discipline | Private placement; cash funding into 2H25 | Included in 100% payout | FY 2024 |
Equity Awards (Selected 2024 and Prior)
| Award Type | Grant/Mod. Date | Shares | Strike/Terms | Expiration | Vesting |
|---|---|---|---|---|---|
| Stock Options | 2/12/2024 | 110,420 | $19.90 | 2/11/2034 | 25% on 2/12/2025; then 1/48 monthly for 36 months |
| Stock Options | 8/2/2024 | 200,000 | $7.15 | 8/01/2034 | 1/3 on 8/02/2025; then 1/36 monthly for 24 months |
| Performance Stock Options (2012 Plan grants) | 9/14/2022 | Included in outstanding | Various | Various | Vested 100% on 11/25/2024 upon LUNA topline results certification |
| Performance Stock Units (PSUs) | 8/2021 (modified 7/29/2024) | 45,333 (unvested portion) | NA | NA | Tranche 1: dosing of first Phase 2 subject; Tranche 2: dosing of first subject in a registrational trial; Tranche 3: transformative strategic transaction; performance period extended to 8/6/2025; payout at certification; continuous service required |
Potential Option Value Realization Scenarios (as of 3/31/2025)
| Scenario | Assumed Stock Price | Potential Payout – No Repricing ($) | Potential Payout – With Repricing ($) |
|---|---|---|---|
| CEO (all options) | $10.00 | 1,672,500 | 4,850,173 |
| CEO (all options) | $15.00 | 4,602,546 | 9,887,263 |
| CEO (all options) | $20.00 | 7,931,083 | 14,924,353 |
Notes:
- Board seeks shareholder approval for one‑time option repricing to closing price on the repricing date, limited to options above the prior 52‑week high ($10.14), with a 12‑month service “retention period” before reduced price is exercisable; directors capped by policy .
Equity Ownership & Alignment
| Ownership Measure | Value |
|---|---|
| Total Beneficial Ownership (CEO) | 609,908 shares; 3% of outstanding |
| Shares Subject to Equity Awards (as of 3/31/2025) | 70,333 full‑value awards; 1,007,418 options; total 1,077,751 (5.1% of shares+prefunded warrants) |
| CEO Options by Exercise Price Band | Up to $10.14: 443,000; $10.15–$21.00: 330,919; Above $21.00: 233,499; Wtd. avg. exercise $45.91; avg remaining term 7.9 yrs |
Policies:
- Hedging and pledging company stock are prohibited by insider trading policy; executives trade only in open windows without MNPI .
- Clawback policy (Rule 10D‑1/Nasdaq 5608) applies to incentive comp tied to financial reporting measures; no recovery triggered in connection with 2024/2023/2022 restatement due to absence of such awards .
Employment Terms
| Provision | CEO Terms |
|---|---|
| Termination without Cause / Constructive Termination (outside CIC period) | 12 months base salary continuation; up to 12 months COBRA |
| Termination without Cause / Constructive Termination (within CIC period: from 3 months pre‑CIC to 12 months post‑CIC) | Lump sum equal to 24 months base salary + 2x target annual bonus; up to 24 months COBRA; accelerated vesting of all outstanding equity awards; subject to release and 280G cut‑down if beneficial |
| Equity Plan CIC Mechanics | If awards are not assumed/substituted, vesting accelerates in full (performance awards at target); double‑trigger acceleration applies for terminations within 12 months post‑CIC . |
Board Governance
- Board service: Class II director since June 2020; not listed as independent; committee membership footnotes omit Fischer, indicating no committee roles; Chair role is separated (Patrick Machado is independent Chair since 2019), mitigating CEO/Chair concentration risk .
- Attendance: In 2024, each director attended at least 75% of Board and committee meetings while serving .
- Independence context: Board determined eight non‑employee directors are independent; Fischer is not counted among independent directors (as CEO) .
Compensation Structure Analysis
- Mix and risk: Approximately 83% of CEO compensation in 2024 was variable and at risk, driven by options and milestone‑contingent units; compensation actually paid was significantly below reported totals over 2021–2024, aligning realized pay with shareholder outcomes amid TSR decline .
- Repricing proposal: Management seeks a one‑time repricing of underwater options with a 12‑month retention requirement, aiming to restore retentive value amid stock price volatility and substantial underwater overhang; governance safeguards include shareholder approval, director compensation caps, and clawback applicability .
- PSU modification: July 2024 extension of 2021 PSU performance period to August 6, 2025 for retention, without granting additional PSUs; incremental fair value recorded .
Investment Implications
- Alignment and incentives: High at‑risk pay, milestone‑linked PSUs, and option-heavy LTI structure tightly couple compensation with Ixo‑vec execution milestones and stock appreciation; 2024 bonus metrics centered on Phase 3 readiness and manufacturing scale‑up were fully achieved .
- Retention and potential selling pressure: Large CEO option holdings with a significant portion underwater create retention pressure that the proposed repricing seeks to address; if approved, 12‑month retention conditions and potential substantial value realization at higher stock prices could catalyze option exercises and secondary market supply as value unlocks .
- Governance considerations: CEO serves on the Board but not as Chair; separation of roles and independent chair mitigate dual‑role concerns; option repricing and equity pool increase warrant monitoring of dilution and say‑on‑pay outcomes in 2025 .
- Network and information flow: External directorships at Mirum and atai and prior CTI Biopharma chairship enhance sector insight; prior shared CTI Biopharma board service with ADVM director (Dr. Tuckson) underscores network connectivity; monitor for potential related‑party dynamics though none are disclosed as transactions .