Sara Kenkare-Mitra
About Sara Kenkare-Mitra
Sara Kenkare-Mitra, Ph.D., is President and Head of Research & Development at Alector, serving since December 2021 following a 23-year career at Genentech where she led Development Sciences, a ~650-person organization, and contributed to over 100 INDs and 15 medicine approvals; she holds a Ph.D. in Pharmaceutical Chemistry from UCSF and adjunct faculty positions at UCSF and University of the Pacific . As of March 31, 2024, she was 56 years old; her compensation and incentives are structured around a pay-for-performance program with company-wide bonus metrics, and Alector funded its 2023 corporate bonus pool at 111% of target based on science, patients, people, and value objectives . Hedging and pledging of stock are prohibited, and a Dodd-Frank-compliant clawback policy was adopted in September 2023, underscoring governance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Genentech (Roche) | Senior Vice President, Development Sciences (gRED) | 2013–2021; 23 years total tenure | Led ~650 employees; key role in >100 IND/CTA filings and approvals of 15 medicines; enabled >15 companion diagnostics |
| UCSF (Academic) | Adjunct Faculty, Bioengineering & Therapeutic Sciences | Not disclosed | Academic engagement and clinical pharmacology training; recognized industry leader (NAM member; AAAS fellow) |
| University of the Pacific | Adjunct Faculty | Not disclosed | Academic teaching/engagement |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Unicycive Therapeutics, Inc. | Board Member | Since Sep 2023 | Biopharma board experience; external network and information flow |
| Genentech Foundation | Board Member (prior) | Not disclosed | Philanthropy/governance experience |
| Association of Women in Science | Board Member (prior) | Not disclosed | DEI leadership; industry advocacy |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|
| Base Salary ($) | $570,000 | $604,200 | $628,400 (effective Mar 1, 2024) | $628,400 (effective Mar 1, 2025) |
| Target Bonus (% of base) | 100% | 100% | 100% | 100% |
Performance Compensation
2023 Corporate Metrics and Funding
| Objective | Weighting (%) | % Achieved (Weighted) |
|---|---|---|
| Science (program lead selection, tech development, publications) | 15 | 10.0 |
| Patients (AL001 Phase 3 interactions/enrollment; AL002 Phase 2 enrollment; earlier programs leads) | 45 | 48.8 |
| People (employee experience, engagement) | 15 | 15.8 |
| Value (financial stability, study analysis plans) | 25 | 25.0 |
| Sub-Total | 100 | 99.5 |
| Stretch (science/patients/people) | 30 | 11.6 |
| Total | 130 | 111 |
Alector funded the corporate bonus pool at 111% of target; for 2023, Sara’s payout equaled 114% of base salary ($687,580) against a 100% target, reflecting corporate and individual components .
Sara Kenkare-Mitra – Key Incentive Outcomes
| Incentive | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| 2023 Annual Cash Bonus | Primarily corporate (80%) + individual (20%) | 100% of salary | 114% of salary | $687,580 | Cash (paid Mar 2024) |
| 2022 Inducement PSUs (59,000 shares) | Performance-based | Earn 1/4 at 40-day avg price ≥$30; earn remaining 3/4 at ≥$40; then vest in four quarterly installments | Not disclosed as earned | N/A | Four equal quarterly installments post-attainment |
Equity Ownership & Alignment
Beneficial Ownership
| As of Date | Shares Beneficially Owned (#) | % of Shares Outstanding |
|---|---|---|
| Mar 31, 2023 | 130,301 | <1% (“*” per table) |
| Mar 31, 2024 | 267,369 | <1% (“*” per table) |
| Mar 31, 2025 | 437,671 | <1% (“*” per table; 99,992,600 SO) |
- Hedging and pledging of company stock are prohibited under Alector’s Insider Trading Policy (reduces misalignment/credit risk) .
- Employee Stock Purchase Plan participation allowed; 401(k) match of 50% of first 6% up to $5,000 per employee (broad-based benefits) .
Outstanding Equity Awards (Sara) – As of 12/31/2024
| Grant Date | Options Exercisable (#) | Options Unexercisable (#) | Exercise Price ($) | RSUs Unvested (#) | RSUs Market Value ($) | PSUs Unearned (#) | PSU Market/Payout Value ($) |
|---|---|---|---|---|---|---|---|
| 01/03/2022 (Inducement Options) | 225,000 | 75,000 | 20.78 | — | — | — | — |
| 01/03/2022 (Inducement RSUs) | — | — | — | 4,917 | 9,293 | — | — |
| 01/03/2022 (Inducement PSUs) | — | — | — | — | — | 59,000 | 111,510 |
| 10/01/2022 (Time-based Options) | 29,020 | 24,556 | 9.46 | — | — | — | — |
| 10/01/2022 (Time-based RSUs) | — | — | — | 26,789 | 50,631 | — | — |
| 10/01/2023 (Time-based Options) | 15,895 | 38,605 | 6.48 | — | — | — | — |
| 10/01/2023 (Time-based RSUs) | — | — | — | 95,434 | 180,370 | — | — |
| 10/01/2024 (Time-based RSUs) | — | — | — | 275,001 | 519,752 | — | — |
Note: RSU market values reflect Alector’s closing price of $1.89 on December 31, 2024 as disclosed in the proxy; options are standard 10-year term, monthly vesting, and RSUs vest quarterly .
Equity Grant Mix and Vesting Schedules
| Award Type | Grant Date | Shares | Exercise Price | Vesting Terms |
|---|---|---|---|---|
| Inducement Stock Options | 01/03/2022 | 300,000 | $20.78 | 25% on 12/15/2022; remaining monthly over 36 months |
| Inducement RSUs | 01/03/2022 | 59,000 | — | 1/3 on 03/01/2023; remaining 1/12 quarterly thereafter |
| Inducement PSUs | 01/03/2022 | 59,000 | — | Earn based on 40-day avg share price thresholds ($30 for 1/4; $40 for 3/4); then vest in four quarterly installments |
| Annual Options | 10/01/2023 | 54,500 | $6.48 | 1/48 monthly starting 11/01/2023 |
| Annual RSUs | 10/01/2023 | 163,600 | — | 1/12 quarterly starting 12/01/2023 |
| Annual RSUs | 10/01/2024 | 275,001 (outstanding) | — | 1/12 quarterly starting 12/01/2024 |
RSU Vesting and Realized Value
| Year | Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|---|
| 2023 | 74,836 | 597,191 |
| 2024 | 125,988 | 574,742 |
Implication: Quarterly RSU vesting cadence can create mechanical selling pressure as awards settle; PSU hurdles at $30–$40 for 40 consecutive trading days are stringent relative to Alector’s $1.89 year-end 2024 share price used for market value disclosure, reducing near-term windfall risk while reinforcing long-term alignment .
Employment Terms
| Term | Detail |
|---|---|
| Employment Start | Offer letter dated Nov 30, 2021; appointed Dec 15, 2021 |
| At-will Status | Employment letters have no specific term; at-will |
| Base Salary (current) | $628,400, effective Mar 1, 2025; target bonus 100% |
| Severance (non-CIC) | 9 months base salary + up to 9 months COBRA premiums for Sara |
| Severance (CIC period; double-trigger) | 12 months base salary + 100% of target bonus + up to 12 months COBRA premiums |
| Change-in-Control Trigger | Double-trigger; benefits require termination without cause or for good reason within 12 months post-CIC |
| Clawback Policy | Adopted Sep 2023; non-discretionary recovery of excess incentive comp upon accounting restatement per SEC/Nasdaq |
| Hedging/Pledging | Prohibited (options/derivatives, margin accounts, pledging) |
| Tax Gross-ups | None for 280G/4999/409A; best-net or cut-down approach disclosed |
| Retirement/Benefits | 401(k) match: 50% of first 6% up to $5,000; standard medical/dental/vision, HSA, etc. |
| Perquisites | Generally not provided; limited situations subject to Compensation Committee oversight |
Compensation History (Multi-Year)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | 570,000 | 598,500 | 624,367 |
| Bonus ($) | — | — | — |
| Stock Awards ($; ASC 718) | 3,018,736 | 1,060,128 | 1,365,000 |
| Option Awards ($; ASC 718) | 4,662,171 | 252,684 | — |
| Non-Equity Incentive ($) | 612,180 | 687,580 | 552,992 |
| All Other Comp ($) | 7,322 | 7,322 | 7,322 |
| Total ($) | 8,870,409 | 2,606,214 | 2,549,681 |
Compensation Structure Analysis
- Shift toward RSUs: 2023 annual executive equity mix was 75% RSUs and 25% options, with RSUs vesting quarterly and options vesting monthly, consistent with peer practice and share discipline .
- Pay-for-performance execution: Two compensation review cycles (cash in Q1; equity in Q3) and objective-based bonus design create tighter pay-performance linkage .
- Shareholder support: 2023 say-on-pay received >94% approval, indicating investor alignment with program design .
Investment Implications
- Alignment: Robust anti-hedging/pledging and a restatement clawback reduce misalignment and governance risk; double-trigger CIC terms are moderate (12 months salary + 100% target bonus) and avoid single-trigger windfalls .
- Retention and selling pressure: Quarterly RSU vesting schedules and material RSU settlements in 2023–2024 ($597k and $575k realized) can produce recurring sell flows (often via 10b5-1), but PSU hurdles at $30–$40 share price mitigate windfall risk and push focus to sustained value creation .
- Incentive sensitivity to execution: 2023 bonus attainment at 111% shows compensation responsive to operational milestones across science/patients/people/value, reinforcing that cash bonuses will track program execution and trial progress .
- Equity leverage and dilution: Large legacy option overhang from 2022 inducement grant at $20.78 and subsequent options at lower strikes embed upside leverage if pipeline catalysts re-rate the stock; RSU-heavy mix reduces share usage per dollar of grant but sustains quarterly supply .
- Shareholder sentiment: Strong say-on-pay support (>94%) lowers pay risk; absence of excise tax gross-ups and limited perquisites are governance positives .