Alexis Wallace
About Alexis Wallace
Alexis N. Wallace, CPA, is Chief Accounting Officer and Corporate Secretary at American Shared Hospital Services (AMS). She joined AMS in 2013 as Assistant Controller after serving as Director of Finance at Daughters of Charity Health System (St. Louise Regional Hospital), and previously worked in public accounting at Moss Adams LLP (2006–2011); she holds a degree from Santa Clara University . During Wallace’s tenure, AMS’s reported net income improved to $2.19M in 2024 from $0.61M in 2023, while cumulative TSR on a fixed $100 investment rose to $132 in 2024 from $81 in 2023 (company-level performance context) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| American Shared Hospital Services | CAO & Corporate Secretary | 2013–present | Oversees corporate accounting, reporting and corporate secretary functions; internal control and SEC reporting support . |
| American Shared Hospital Services | Controller (earlier role) | By 2014–2017 | Presented detailed financial results on earnings calls, supporting investor communications . |
| Daughters of Charity Health System (St. Louise Regional Hospital) | Director of Finance | Prior to 2013 | Led finance for a hospital within the system; transitioned to AMS as Assistant Controller in 2013 . |
| Moss Adams LLP | Public Accounting (earned CPA) | 2006–2011 | Audit and technical accounting experience (healthcare focus) . |
External Roles
- None disclosed in company filings or AMS leadership page .
Fixed Compensation
- AMS discloses Named Executive Officers (NEOs) in the proxy; Wallace is not an NEO and individual compensation data is not itemized for her. The company’s compensation framework includes base salary determinations based on responsibility, experience and performance . Skip (not disclosed for Wallace).
Performance Compensation
- Variable Compensation Plan (VCP): Implemented for certain executives (applied to NEOs other than the Executive Chairman), with pre-set targets covering revenues, net income, EBITDA and functional goals; two “gates” on net income and EBITDA must be met before any payout; 75% cash / 25% RSUs (6-month vest on RSU portion) .
- Commission Plan: For NEOs other than the Executive Chairman, pays a percentage of revenues for new clients and a set payment for extensions of existing agreements .
- Clawback: Company-wide executive compensation recoupment policy adopted Oct 2, 2024 (3-year lookback upon accounting restatements, per SEC/NYSE American rules) .
- No excise tax gross-ups; no guaranteed salary increases or bonuses for NEOs; no pension/SERP; emphasizes performance-based pay .
Performance compensation design summary (company-level):
| Element | Metrics/Structure | Targets/Weighting | Payout form | Notes |
|---|---|---|---|---|
| VCP | Revenues, Net Income, EBITDA, functional goals; two gates (Net Income/EBITDA) | Targets set from Board-approved operating plan; target examples disclosed for specific NEOs in-year (e.g., Tagawa target 30% of salary in 2024) | 75% cash; 25% RSUs (6-month vest) | Applies to certain executives; NEOs other than Exec. Chairman participate . |
| Commission Plan | % of revenues for new clients; set payment for extensions | Not applicable (deal-driven) | Cash | Introduced 2023, continued 2024 . |
| Clawback | Restatement-triggered recovery (3-year lookback) | Policy applies to incentive-based comp | N/A | Adopted Oct 2, 2024 . |
Note: The proxy does not explicitly name Wallace as a VCP or Commission Plan participant; plan descriptions are company-level and NEO-focused .
Equity Ownership & Alignment
- Beneficial ownership table discloses directors and NEOs; Wallace is not itemized individually. Company notes that, except as indicated, reported shares are not pledged; brokers’ margin accounts may hold shares as collateral from time to time .
- Directors and executive officers as a group owned approximately 23% of shares outstanding as of April 28, 2025 (excluding near-term option/RSU issuances), aligning insider incentives with shareholders .
- No formal stock ownership guidelines for executives; reliance on significant insider ownership for alignment .
- Hedging policy: Prohibits hedging by directors, officers and employees; pre-clearance required; quarterly blackout periods; 10b5-1 plan governance noted .
Ownership alignment (company-level):
| Metric | 2024 | 2025 |
|---|---|---|
| Directors & execs ownership (% of outstanding) | ~21% (excl. near-term option/RSU issuances) | ~23% (excl. near-term option/RSU issuances) |
Insider selling pressure indicators (Wallace-specific):
- We did not find Form 4 filings for Wallace in the documents accessed during this session; monitor EDGAR for any 10b5‑1 plans or transactions. Company-wide blackout periods and pre-clearance reduce opportunistic trading risk .
Employment Terms
- Employment agreements and severance: None of the executive officers have employment or severance agreements, indicating at‑will arrangements and limited guaranteed exit economics .
- Change-in-control equity treatment: Equity awards accelerate upon a change in control unless assumed, replaced, or continued; administrator can structure single‑trigger or double‑trigger acceleration (constructive/actual termination post‑CIC) .
- Clawback policy: Adopted October 2, 2024, compliant with SEC/NYSE American rules .
- Hedging prohibition: Company bans hedging transactions; insider trading policy enforces pre-clearance and blackouts .
- Say-on-pay support: 2024 say‑on‑pay received ~97% support; 2023 received ~90% support, indicating strong shareholder alignment with compensation approach .
Performance & Track Record
Company performance context during Wallace’s tenure:
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($) | $1,328,000 | $610,000 | $2,186,000 |
| Cumulative TSR: Value of initial $100 investment | $122 | $81 | $132 |
Qualitative contributions:
- As Controller, Wallace presented and explained quarterly results on earnings calls, discussing drivers like one-time legal costs and operational items, supporting transparency and investor communications .
- As CAO & Corporate Secretary, Wallace’s remit encompasses accurate SEC reporting, governance documentation, and internal controls (per company leadership bio), which underpin reliable financial disclosures .
Compensation Committee & Governance Notes
- Compensation Committee comprised solely of independent directors; functions include setting executive compensation, evaluating performance, and overseeing succession .
- Meridian served as external compensation consultant (initial 2020 study; updated 2023), informing VCP design and competitive ranges .
- Clawback policy (2024) and hedging prohibition strengthen governance; no excise tax gross‑ups; no pension/SERP .
Additional Data Points Relevant to Retention Risk
- No executive employment/severance agreements could increase retention risk due to limited downside protection upon transitions .
- Equity plan provides for acceleration upon change in control (unless assumed), which can elevate M&A-related vesting risk; administrator flexibility allows use of double‑trigger structures .
- Insider ownership by directors and executives (~23%) aligns interests but could concentrate influence; say-on-pay support suggests investors support current approach .
Investment Implications
- Alignment: Wallace’s role as CAO/Corporate Secretary supports robust reporting and governance; company-wide policies (clawback, hedging ban, pre‑clearance) and significant insider ownership (~23%) indicate alignment with shareholders .
- Incentive design: While Wallace’s individual incentives aren’t disclosed, AMS emphasizes performance-based pay for senior executives via VCP and deal‑driven commissions with strict gates, curbing payouts unless profit metrics are met; this supports pay-for-performance discipline .
- Retention: Absence of employment/severance agreements for executives suggests low contractual retention protections; however, equity-based incentives and broad insider ownership partially offset retention risk .
- Event risk: CIC equity-acceleration mechanics (unless awards are assumed) could create overhang in M&A scenarios; administrator discretion allows double‑trigger, which is more shareholder‑friendly .
- Execution: Net income recovered in 2024 with TSR improvement vs. 2023, reflecting progress; sustained governance discipline and incentive alignment remain key to continuing value creation .
Sources: 2025 and 2024 AMS DEF 14A proxies, AMS leadership page, and AMS earnings call transcripts as cited. All statements rely on these documents and do not infer any undisclosed compensation details for Ms. Wallace.