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Lesley Calhoun

Executive Vice President, Chief Operating Officer and Chief Financial Officer at Aligos TherapeuticsAligos Therapeutics
Executive

About Lesley Calhoun

Lesley Ann Calhoun is Executive Vice President, Chief Operating Officer and Chief Financial Officer of Aligos Therapeutics; she was appointed COO on January 30, 2025 and has served as CFO since June 2020. She is 59, holds a B.S. in Business Administration (Accounting) from San Francisco State University, and is a Certified Public Accountant (inactive) . She also serves as a director of Tango Therapeutics (Audit Chair; Nominating & Corporate Governance member) . As an emerging growth company, ALGS provides scaled compensation disclosure; no TSR or revenue/EBITDA performance linkage is explicitly disclosed in the proxy .

Past Roles

OrganizationRoleYearsStrategic impact/notes
Global Blood Therapeutics (GBT)Various roles incl. SVP, Finance & Administration and Chief Accounting Officer2016–2020Senior finance leadership at a commercial-stage biotech .
Hyperion Therapeutics (acquired by Horizon Pharma plc)Vice President of Finance2013–2015 (continued post-acquisition)Post-acquisition finance continuity through integration period .
Innoviva (Theravance)Senior Director of Finance, Corporate Controller2005–2013Corporate controller responsibilities at a biopharma company .
Deloitte & Touche LLPAudit practice1989–2001Public accounting/audit experience .

External Roles

OrganizationRoleYearsDetails
Tango Therapeutics, Inc.Director; Audit Committee Chair; Nominating & Corporate Governance memberSince Mar 2021Public company board experience; audit leadership .

Fixed Compensation

Component2024Notes
Base salary$455,862 Annual base effective Jan 1, 2024 .
All other compensation$12,000 401(k) match and employer health/welfare premiums; company matches 401(k) contributions 100% up to $12,000 .

Performance Compensation

Metric/InstrumentTargetWeightingActual/PayoutVesting/Terms
Annual performance cash bonus (2024)Target bonus %: 40% of base salary (disclosed for 2023 targets) Corporate goals 80%; individual goals (for Calhoun) 20% Corporate goals achieved at 105% of target; blended result 104%; actual bonus paid $190,368 Paid early 2025 for 2024 performance .
Stock option exchange (Feb 28, 2024)Exchange underwater options (> $52.50 strike) for fewer new options at $24.00N/A12,296 options canceled; 5,821 replacement options granted to Calhoun New options vest on later of Feb 28, 2025 or original canceled option’s scheduled vest date .
Annual option grant (Mar 1, 2024)N/AN/A12,357 options at $28.25 (exercisable/unexercisable split below) Vests 1/48th monthly, subject to continued service .
Additional option grant (Sep 4, 2024)N/AN/A10,880 options at $11.74 (exercisable/unexercisable split below) Vests 1/48th monthly, subject to continued service .

Outstanding Equity Awards (as of 12/31/2024)

Vesting commencement dateExercisable (#)Unexercisable (#)Exercise PriceExpiration
9/4/2024680 10,200 $11.74 9/4/2034
3/1/20242,317 10,040 $28.25 3/1/2034
3/15/20231,378 1,771 $33.50 3/15/2033
9/8/2023679 1,240 $21.00 9/8/2033
7/7/20221,268 831 $35.25 7/7/2032
2/28/2024 (exchange)2,073 $24.00 2/28/2034
2/28/2024 (exchange)2,998 $24.00 2/28/2034
2/28/2024 (exchange)750 $24.00 2/28/2034
6/26/20208,576 $86.25 6/26/2030

Vesting: each option vests in equal monthly installments over 4 years (1/48th monthly), subject to continued service .

Equity Ownership & Alignment

ItemDetail
Direct share ownership (as of 3/6/2025)3,607 shares .
Options exercisable within 60 days (as of 3/6/2025)25,144 shares .
Total beneficial ownership (as of 3/6/2025)28,751 shares; <1% of outstanding voting common stock (5,314,311 shares outstanding) .
Unexercisable options (as of 12/31/2024)29,903 shares (sum of unexercisable awards listed above) .
Hedging/pledgingProhibited: no hedging (derivatives), no short sales, no margin purchases, and no pledging allowed under Insider Trading Compliance Policy .
Aggregate options granted under Amended Plan (through 3/31/2025)95,793 options attributed to Calhoun (includes surrendered and replacement options from 2024 exchange) .

Employment Terms

ScenarioCash severanceBenefitsEquity vestingOption exercisability
Termination by company without cause or resignation for good reason (outside CIC window)9 months base salary 9 months COBRA reimbursement Acceleration of any equity that would have vested within 9 months post-termination (performance-vesting per award terms) Vested options exercisable until 12 months after termination
Double-trigger CIC (termination without cause/for good reason 3 months pre- to 12 months post-CIC)1× (base salary + target annual bonus at 100% of goals) 12 months COBRA reimbursement Full vesting acceleration; performance awards deemed earned at greater of target or actual achievement (if measurable) Vested options exercisable until 12 months after termination
Clawback policyComplies with SEC/Nasdaq; recovers erroneously paid incentive-based comp upon qualifying restatements .
PerquisitesGenerally limited; in 2024 no special perqs to NEOs beyond broad employee benefits (CEO had small premium subsidy noted) .

Additional Governance/Design Observations

  • Insider Trading Compliance Policy prohibits hedging/pledging and options or derivatives trading by covered persons, reducing misalignment and leverage risks .
  • The equity plan allows repricing or option exchanges without stockholder approval at the administrator’s discretion, a governance consideration for investors .
  • ALGS completed a company-wide stock option exchange in February 2024 at-the-money ($24.00), replacing underwater options with fewer new options; for Calhoun, 12,296 canceled for 5,821 new, with vesting alignment to original schedules—indicative of retention focus amid stock volatility .

Investment Implications

  • Pay mix is equity-heavy via time-vested options (no PSUs/RSUs disclosed), aligning upside with shareholders but offering limited explicit linkage to financial metrics; annual cash bonus uses corporate and individual goals with modest above-target payout (104% for 2024) . Monthly vesting creates a steady cadence of potential Form 4 activity rather than large cliff events, which can diffuse but not eliminate selling pressure .
  • The 2024 option exchange reset strikess to market, improving incentive value and near-term retention at the cost of shareholder dilution; administrator discretion to reprice without a vote is a governance trade-off for investors to monitor .
  • Ownership is relatively modest (<1% beneficial stake), though pledging/hedging is prohibited and a compliant clawback policy is in place, which supports alignment and reduces risk of problematic hedging behavior .
  • Severance/CIC terms appear moderate for a small-cap biotech CFO/COO (9 months salary outside CIC; 1× salary+target bonus under double-trigger CIC), balancing retention with shareholder protections via double-trigger requirements .