Sapna Srivastava
About Sapna Srivastava
Sapna Srivastava, Ph.D., age 54, is an independent director of Alumis Inc. and currently serves as Lead Independent Director (appointed June 2025) and Chair of the Nominating and Corporate Governance Committee; she has served on the Alumis Board since 2022 (biography notes August 2022; the director table lists May 2022).
Her background includes senior finance and strategy roles at multiple biopharmaceutical companies and ~15 years as a senior biotechnology analyst at major Wall Street firms; she holds a Ph.D. from New York University School of Medicine and a B.Sc. from St. Xavier’s College, University of Bombay.
If re-elected as a Class I director at the 2025 annual meeting, she would serve a term through the 2028 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| eGenesis, Inc. | Interim Chief Financial Officer | Mar 2021 – Oct 2021 | Finance leadership during transition period. |
| Abide Therapeutics, Inc. (acquired by H. Lundbeck A/S in 2019) | Chief Financial and Strategy Officer | Sep 2017 – Jan 2019 | Led finance and corporate strategy; company later acquired. |
| Intellia Therapeutics, Inc. | Chief Financial and Strategy Officer | Apr 2015 – Dec 2016 | Built finance/strategy capabilities at gene-editing company. |
| Goldman Sachs; Morgan Stanley; ThinkEquity Partners | Senior Biotechnology Analyst | ~15 years | Sell-side coverage of biotech; capital markets and valuation expertise. |
| JP Morgan | Research Associate | Early career | Foundational analytical experience. |
External Roles
| Company | Role | Status | Notes |
|---|---|---|---|
| Tourmaline Bio, Inc. | Director | Current | Public biopharma board service. |
| Aura Biosciences, Inc. | Director | Current | Public biopharma board service. |
| Innoviva, Inc. | Director | Current | Public biopharma board service. |
| Nuvalent, Inc. | Director | Current | Public biopharma board service. |
No committees or chair roles at these external boards are disclosed in the Alumis proxy.
Board Governance
- Independence: The Board affirmatively determined all directors other than the CEO are independent; all members of the Audit, Compensation, and Governance Committees are independent.
- Lead Independent Director: Dr. Srivastava was appointed Lead Independent Director in June 2025, with authority to preside over independent sessions, liaise with the Chair/CEO, and help set Board agendas.
- Committee assignments (current): Governance Committee Chair; Governance members include Srivastava, Patrick Machado, and Zhengbin Yao.
- Committee assignments (FY2024 context): Srivastava chaired the Governance Committee; FY2024 meetings—Audit (3), Compensation (7), Governance (0).
- Attendance: The Board met 12 times in FY2024; each director attended at least 75% of Board and committee meetings for which they served. Independent directors held four executive sessions in FY2024.
Fixed Compensation
| Component (FY2024) | Amount ($) |
|---|---|
| Cash Fees (retainer and committee) | 25,549 |
| Total Cash | 25,549 |
2025 Director Compensation Policy (effective February 2025):
- Cash retainers: $40,000 annual for directors; plus $10,000 (Audit member), $7,500 (Compensation member), $5,000 (Governance member); Chairs: $20,000 (Audit), $15,000 (Compensation), $10,000 (Governance).
- Option grants: Initial 52,000 shares at appointment; annual 26,000 shares at each annual meeting; vesting: initial monthly over 3 years; annual vests by next annual meeting; accelerates on Change in Control.
Performance Compensation
| Component (FY2024) | Detail |
|---|---|
| Option Awards (grant-date fair value) | $381,522 |
| Outstanding Options (as of 12/31/2024) | 58,823 shares underlying options |
Director compensation is retainer- and option-based; no performance-linked director metrics (e.g., TSR hurdles) were disclosed in the proxy’s non-employee director section.
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public boards | Tourmaline Bio, Aura Biosciences, Innoviva, Nuvalent. |
| Potential interlocks/conflicts | Not specifically identified for Dr. Srivastava in the proxy. Related-party items largely involve major shareholders (Foresite, AyurMaya, Samsara) and service agreements (Foresite Labs), with oversight routed through Audit/Governance Committees. |
Expertise & Qualifications
- Education: Ph.D., New York University School of Medicine; B.Sc., St. Xavier’s College, University of Bombay.
- Capital markets expertise: ~15 years as senior biotech analyst at Goldman Sachs, Morgan Stanley, ThinkEquity.
- Operating finance: CFO/strategy roles at Intellia Therapeutics, Abide Therapeutics, and interim CFO at eGenesis.
- Board suitability: The Governance Committee cites industry knowledge and finance background supporting effective board oversight.
Equity Ownership
| Measure | As of | Amount |
|---|---|---|
| Beneficial ownership (voting common) | 6/4/2025 | 39,572 shares via options exercisable within 60 days; <1% of voting power. |
| Outstanding options | 12/31/2024 | 58,823 shares underlying options. |
| Pledging/Hedging | Policy prohibits pledging, derivatives, hedging of Alumis stock by directors. |
Governance Assessment
- Board effectiveness and independence: Srivastava’s appointment as Lead Independent Director and chairing of the Governance Committee strengthen independent oversight, agenda setting, and director evaluation processes—key for investor confidence in governance quality.
- Attendance and engagement: 12 Board meetings with ≥75% attendance by all directors and regular independent executive sessions reflect active oversight; Governance Committee held zero meetings in FY2024, but conducted chartered responsibilities including evaluations via Board processes.
- Compensation alignment: Director pay is modest cash plus equity options; the 2025 policy standardizes grants and provides CIC acceleration, while the insider trading policy forbids hedging/pledging, supporting alignment.
- Conflicts and related-party exposure: No related-party transactions specifically involving Srivastava were disclosed; oversight mechanisms include an Audit Committee review process and a formal related-person transactions policy requiring committee approval and director recusal.
- RED FLAGS (context): In March 2024 the Compensation Committee approved a broad option repricing for executives and directors to $8.84, increasing option value; while not specific to Srivastava’s director awards by name, this practice is a governance-sensitive signal for investors to monitor (she chaired Governance, not Compensation).
Director tenure note: The proxy biography states service since August 2022; the director table lists May 2022—Alumis’ filing presents both dates; analysts should monitor for formal confirmation in future filings.