John Schroer
About John Schroer
John Schroer serves as Chief Financial Officer of Alumis Inc. and has held this role since May 2022; he is 59 years old as of June 16, 2025 . He previously served as CFO of ArsenalBio (Feb 2021–Feb 2022) and CFO/Treasurer of Translate Bio (May 2018–Dec 2020), following senior investing roles at Allianz Global Investors (2014–2018) and founding Schroer Capital (2009–2013); he holds a B.S. and M.B.A. from the University of Wisconsin–Madison . Alumis is a clinical-stage, pre-revenue biopharma; during Schroer’s tenure, the company reported substantial EBITDA losses and stated it has not generated product revenue, consistent with ongoing development phase economics . Schroer signs Sarbanes-Oxley certifications as Principal Financial and Accounting Officer on 10-K and 10-Q filings, reflecting his accountability for controls and reporting .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ArsenalBio Inc. | Chief Financial Officer | Feb 2021–Feb 2022 | Finance leadership at private biotech; supported growth-stage operations |
| Translate Bio, Inc. | Chief Financial Officer & Treasurer | May 2018–Dec 2020 | Led finance; company later acquired by Sanofi in 2021 (provides M&A exposure) |
| Allianz Global Investors | Director and Sector Head — Healthcare | Jan 2014–Apr 2018 | Led healthcare investing; public markets expertise |
| Schroer Capital, LP | President & Chief Investment Officer | 2009–Dec 2013 | Founded and ran investment firm; capital markets experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| No public company directorships disclosed for Schroer | — | — | Executive officer; not listed among directors in proxy |
Fixed Compensation
Schroer was not a named executive officer (NEO) for 2024, and his individual compensation details (base salary, target bonus, actual bonus) were not included in the Summary Compensation Table; the proxy discloses NEO details for the CEO, CSO, and Chief Business & Strategy Officer .
| Compensation Element | 2024 Disclosure |
|---|---|
| Base Salary ($) | Not disclosed for Schroer; NEOs only |
| Target Bonus (%) | Not disclosed for Schroer |
| Actual Bonus Paid ($) | Not disclosed for Schroer |
Narrative context:
- Company policy: executive officers are eligible to earn annual bonuses based on pre-established performance objectives, with 2024 corporate goals achieved at 105% for NEOs; individual targets for Schroer were not disclosed .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Corporate annual performance goals (company-wide framework) | Not disclosed | 100% baseline | 105% achieved (FY 2024) | NEO cash bonuses paid; CFO-specific payout not disclosed | Cash (annual) |
Additional equity plan mechanics (company-wide):
- March 2024 option repricing: the Compensation Committee reset certain outstanding option strike prices to $8.84 to retain and incentivize executives; applied to directors and NEOs, Schroer not listed among NEOs .
- POP Options (May 6, 2024): special performance options with post-termination eligibility and change-in-control mechanics for specific officers (CEO, CSO, Chief Business & Strategy Officer); no disclosure of POP grants to Schroer .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | Not disclosed for Schroer in the beneficial ownership table; table covers greater-than-5% holders, directors, and NEOs |
| Ownership % of shares outstanding | Not disclosed for Schroer |
| Vested vs unvested shares | Not disclosed for Schroer (outstanding awards table covers NEOs) |
| Pledging/Hedging | Company’s Insider Trading Policy prohibits pledging, margin accounts, and hedging transactions (collars, forwards, swaps, exchange funds) |
| Ownership guidelines | No executive stock ownership guideline multiples disclosed in the proxy |
Employment Terms
Alumis adopted a Severance and Change in Control Plan (Feb 18, 2025). Eligibility is determined by tier designation via participation agreements; CFO eligibility is not explicitly enumerated in the 8-K but executive officers may be designated .
| Scenario | Cash Severance | Bonus Treatment | COBRA | Equity Acceleration |
|---|---|---|---|---|
| Covered Termination within CIC Period | 6–18 months of base salary (tier-based) | 1.00x–1.50x target bonus (tier-based; pro-rated by days worked) | Company-paid premiums up to CIC severance period or earlier limits | Full acceleration of all outstanding, unvested equity awards |
| Covered Termination outside CIC Period | 3–12 months of base salary (tier-based; paid over period) | Pro-rated target bonus (calendar days worked) | Company-paid premiums up to non-CIC severance period | Executives eligible for acceleration of certain pre-Plan unvested equity awards |
Key definitions and restrictions:
- Change of control and constructive termination definitions (including excluded change-of-control carve-outs) are detailed in the proxy; these govern acceleration and severance outcomes .
- Compensation Recovery (Clawback) Policy adopted June 2024, aligned with SEC/Nasdaq rules .
Performance & Track Record
Alumis is pre-revenue and reports significant operating losses typical of clinical-stage biopharma. It explicitly states it has no products approved for sale and has not generated product revenue; it expects substantial losses to continue as it advances clinical programs .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | n/a (no product revenue) | n/a (no product revenue) | n/a (no product revenue) |
| EBITDA ($USD) | -113.6 million* | -156.9 million* | -297.6 million* |
*Values retrieved from S&P Global.
Additional context:
- Net losses were $154.993 million (2023) and $294.233 million (2024), consistent with early-stage investment in R&D .
- As CFO, Schroer certifies controls and disclosure effectiveness in 10-K/10-Q filings .
- CFO has oversight touchpoints on cybersecurity risk management processes through reporting lines described in governance disclosures .
Compensation Committee Analysis
- Committee composition: Alan Colowick (Chair), James Tananbaum, Lynn Tetrault; Zhengbin Yao stepped down June 3, 2025. All members were determined independent under Nasdaq rules .
- Responsibilities include approving executive compensation, administering equity plans, severance/change-in-control protections, and succession planning .
- Equity award timing practices described; Committee states it does not time grants around MNPI release; clawback policy adopted in June 2024 .
Risk Indicators & Red Flags
- Option repricing (March 29, 2024) reduced strike to $8.84 on certain outstanding options to enhance retention without larger dilutive grants; though a common tool in biotech downturns, repricing is often viewed as a shareholder-unfriendly maneuver absent clear performance alignment .
- Clawback policy in place (June 2024), improving governance and investor protections .
- Insider trading policy prohibits pledging and hedging—reduces misalignment risk and leverage-related forced selling .
- Company is pre-revenue with material losses; financing and clinical execution risks are elevated and explicitly disclosed .
Investment Implications
- Limited CFO-specific pay disclosure reduces the precision of pay-for-performance analysis; however, company-level frameworks (clawback, hedging/pledging prohibitions, and committee independence) are supportive of governance quality .
- The Severance and CIC Plan features full equity acceleration upon CIC-period terminations, and significant cash severance and bonus multiples—standard for biotech talent markets but can amplify sell-the-news pressures if performance equity converts at transaction close .
- Alumis’ pre-revenue status and sizable negative EBITDA underscore funding dependency and execution risk; alignment signals should be monitored via future proxy disclosures for Schroer (ownership levels, equity mix, performance metrics) as the company progresses toward Phase 3 readouts and potential commercialization .