Emily Peterson Alva
About Emily Peterson Alva
Independent director at Amneal Pharmaceuticals (AMRX). Age 50 as of March 14, 2025; former Lazard M&A partner (1997–2013) and strategic advisor to Constellis (2021–2024); B.A. in Economics from Barnard College, Columbia University. Also serves on the board of Alkermes plc; nonprofit board member of the Mission Society of New York City; prior private board roles at Robotic Research (now Forterra) and Atlanta Life Insurance Company. The Board has affirmatively determined she is independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lazard | Investment banker; Partner (M&A) | 1997–2013 | Led complex M&A and financing transactions; advisor to large public/private companies. |
| Constellis | Strategic advisor to CEO and Board | 2021–2024 | Strategic advisory for global defense contractor. |
External Roles
| Organization | Role | Public/Private | Committees/Notes |
|---|---|---|---|
| Alkermes plc | Director | Public | Current public company directorship. |
| Mission Society of New York City | Board member | Nonprofit | Longstanding NYC charity. |
| Robotic Research (now Forterra) | Director (prior) | Private | Autonomous mobility company (defense/commercial). |
| Atlanta Life Insurance Company | Director (prior) | Private | Board role while preparing for strategic sale. |
Board Governance
- Independence and controlled company context: AMRX is a “controlled company,” yet the Board has a majority of independent directors and all committees are fully independent; Alva is independent.
- Board leadership: Independent Chairman, Paul Meister, presides over executive sessions of independent directors.
- Committees and attendance:
- Audit Committee member; Audit Committee chaired by John Kiely.
- 2024 meetings held: Board (7). Each director attended at least 75% of Board and relevant committee meetings; all directors attended the 2024 annual meeting.
- Committee meeting counts in 2024: Audit (4), Compensation (6), Nominating & Corporate Governance (4), Conflicts (10).
- Committee chair roles (context): Audit (John Kiely, Chair), Compensation (Ted Nark, Chair), Nominating & Corporate Governance (Paul Meister, Chair), Conflicts (J. Kevin Buchi, Chair).
Fixed Compensation
- Director compensation program (2024): $75,000 annual cash retainer; annual RSU grant target value $250,000 ($350,000 for Chairman); 1-year cliff vesting. Committee fees: Audit ($25k Chair/$15k Member), Compensation ($20k/$10k), Nominating & Corporate Governance ($15k/$7.5k), Conflicts ($25k/$15k). Additional per-meeting stipend kicks in above six meetings per committee (1/6 of committee stipend per extra meeting).
| Year | Fees Earned or Paid in Cash | Stock Awards (Grant-Date Fair Value) | Total |
|---|---|---|---|
| 2024 | $86,909 | $250,002 | $336,911 |
| 2023 | $75,000 | $142,203 | $217,203 |
2023 director equity fair values were depressed because the grant price used a 2022 12‑month average ($3.27) instead of the then-current closing price ($1.86), yielding ~57% of target; AMRX reverted to using the closing price for 2024 grants.
Performance Compensation
- Directors receive time-based RSUs (no disclosed performance metrics); AMRX states it does not currently grant new stock options or similar option-like awards (context: program design). RSUs vest on a 1-year cliff.
| Performance Metric | Weight | Threshold | Target | Max | Payout Result |
|---|---|---|---|---|---|
| Not applicable for non-employee directors (time-based RSUs only). |
Other Directorships & Interlocks
- Current public company board: Alkermes plc (biopharma).
- Historical potential interlock consideration: In 2024, the Board considered that Alva’s spouse was formerly employed by Avtar Investments, LLC, which manages investments for AMRX Co-CEOs Chirag and Chintu Patel; the spouse is no longer affiliated with Avtar. The Board determined this did not constitute a material relationship and affirmed independence.
Expertise & Qualifications
- M&A, complex transactions and corporate development; capital structure, corporate finance and capital allocation; strategy and corporate governance.
Equity Ownership
- Director stock ownership guidelines: Non-employee directors must hold stock equal to 3x annual cash retainer, to be met within five years of appointment/election; includes RSUs in counting but excludes unexercised options and unearned performance awards. Company states directors have achieved or are progressing toward compliance. Anti-hedging policy in place; non-Amneal Group directors/executives are prohibited from pledging company stock as collateral.
| As of March 14, 2025 | Shares of Common Stock | Options | RSUs | Total | % of Class |
|---|---|---|---|---|---|
| Emily Peterson Alva | 170,771 | 53,021 | 40,258 | 264,050 | * (<1%) |
Insider Trades (AMRX)
| Trade Date | Form 4 Filed | Type | Shares | Price | Post-Trade Holdings |
|---|---|---|---|---|---|
| 2025-03-05 | 2025-03-07 | Sale | 80,000 | $8.90 (W.A.; $8.62–$9.00) | 170,771 |
Related-Party Exposure and Conflicts Oversight
- Conflicts Committee (all independent directors) reviews, approves or ratifies related party transactions; policy outlines approval criteria (arm’s‑length terms, materiality, impairment of judgment).
- AMRX discloses significant related‑party transactions involving entities affiliated with the Co‑CEOs (e.g., Kanan LLC leases ~$2.4m rent in 2024; Kashiv Biosciences balances outstanding), which are overseen under the Conflicts framework (context for board conflicts oversight; not tied to Alva individually).
Governance Assessment
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Strengths:
- Independent director with deep M&A/capital markets expertise; serves on Audit Committee, supporting financial reporting and risk oversight.
- Board majority independent with independent Chairman; robust conflicts review process; committees fully independent.
- Attendance acceptable (>=75% in 2024) and full director participation at annual meeting.
- Director compensation mix skews to equity via RSUs, aligning interests; clear ownership guidelines and anti-hedging/anti-pledging policies.
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Watch items / potential red flags:
- Historical relationship considered in independence review: spouse’s prior employment at Avtar (advisor to Co‑CEOs’ investments); resolved, spouse no longer affiliated; independence affirmed.
- March 2025 discretionary open-market sale of 80,000 shares (~$712k); not necessarily a governance issue, but investors may monitor trading cadence versus guideline compliance and committee responsibilities.
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Overall: Alva adds meaningful transaction and strategy expertise; independence affirmed; active on Audit Committee; compensation and ownership structures are broadly aligned with shareholder interests. Controlled company status increases the salience of the Conflicts Committee’s role; current disclosures indicate independent oversight is in place.