SoYoung Kwon

About SoYoung Kwon

SoYoung Kwon is Senior Vice President, General Counsel, Business Development and Corporate Affairs at Aptevo (APVO), a role she has held since March 3, 2023; she previously served as SVP, General Counsel, Corporate Affairs and Human Resources since May 24, 2021, the date she joined the company . She holds a B.A. from the University of Washington and a J.D. from Willamette University College of Law . Age disclosures list her as 54 as of April 15, 2022 and 55 as of April 5, 2023 . During her tenure, Aptevo’s pay-versus-performance tables indicate challenging shareholder returns and losses: the value of a $100 investment declined from $21 (2021) to $6 (2022) to $0.49 (2023) and to $0.03 (2024), while net income moved from $(28.5)M (2021) to $8.0M (2022) to $(17.4)M (2023) and $(24.1)M (2024) .

Past Roles

Organization	Role	Years	Strategic Impact
AGC Biologics	Global SVP, General Counsel & Corporate Secretary	Sep 2015–May 2021	Global CDMO; oversight across US/Europe/Asia following CMC Biologics acquisition by AGC Inc. in Dec 2016 .
CMC Biologics	VP, General Counsel & Corporate Secretary	Sep 2015–Dec 2016	Led legal function through acquisition by AGC Inc. .
Onvia, Inc.	VP, General Counsel & Corporate Secretary	2008–2015	Public-sector procurement data platform; legal and corporate governance leadership .
Safeco Corporation	Senior Counsel	Not disclosed	Legal advisory in P&C insurance context .
Graham & Dunn PC (now Miller Nash LLP)	Corporate Associate	Not disclosed	Corporate legal practice experience .

External Roles

Organization	Role	Years
Seattle Art Museum	Trustee	Not disclosed .
Washington Scholarship Foundation	President	Not disclosed .

Fixed Compensation

Base salary actually paid (Summary Compensation Table):

Year	Salary ($)
2021	220,577
2022	404,732
2023	424,616
2024	450,000

Base salary and target bonus framework (by plan year):

Plan Year	Base Salary ($)	Target Bonus %	Target Bonus ($)
2022	405,001	40%	162,000
2024	450,000	40%	180,000

Notes:

Bonuses for 2024 were paid in March 2025 .
Non-CEO NEO bonus weighting: 70% corporate, 30% individual .

Performance Compensation

Annual bonus framework and outcomes:

Year	Corporate Weight	Individual Weight	Corporate Factor Payout	Individual Factor Payout	Commentary
2022	70%	30%	100%	125%	Goals included clinical trial enrollment, strategic and financial metrics .
2024	70%	30%	72%	100%	Goals included clinical progress, strategic milestones, financial metrics .

Non-Equity Incentive Plan Compensation (actual bonus paid):

Year	Bonus Paid ($)
2021	87,676
2022	174,151
2023	204,850
2024	180,000

Equity awards (grants and vesting):

Grant Date	Type	Shares/Units	Vesting Schedule
Jun 1, 2021	Stock Options	16,500	1/3 on Jun 1 of 2022/2023/2024 .
Jun 1, 2021	RSUs	5,500	1/3 on Jun 1 of 2022/2023/2024 .
Mar 4, 2022	Stock Options	11,000	1/3 on Mar 3 of 2023/2024/2025 .
Jun 7, 2022	RSUs	29,750	1/3 on Mar 3 of 2023/2024/2025 .
Aug 9, 2022	RSUs (special recognition)	Notional; Kwon received grant	1/2 on Aug 8, 2023 and 1/2 on Aug 8, 2024 .
Jul 17, 2024	RSUs	11	1/3 on Jul 17 of 2025/2026/2027 .

Outstanding equity awards

As of Dec 31, 2023 (selected option positions): 250 exercisable / 125 unexercisable stock options (strike $1,150.60, expiring 6/1/2031); 83 exercisable / 167 unexercisable (strike $233.20, expiring 3/4/2032); 250 unexercisable (strike $94.60, expiring 3/2/2033); plus unvested RSUs of 42, 167, and 213 units across various grants .
As of Dec 31, 2024: unvested RSUs of 11 units from the 7/17/2024 grant; the table does not list active option positions for Kwon at year-end 2024 .

Clawback/forfeiture and anti-hedging/pledging

Aptevo adopted a compensation recovery policy in April 2023 consistent with SEC/Nasdaq rules; it applies to incentive-based pay tied to financial reporting measures, but cash bonuses and typical option/RSU grants for executives are generally not subject because they are based on strategic/operational metrics or time vesting .
Equity plan provisions include clawbacks and explicitly reference anti-hedging and pledging policies; awards may be canceled/forfeited and gains recouped in restatement scenarios or other specified conditions .

Equity Ownership & Alignment

Beneficial ownership snapshots:

As-Of Date	Shares Beneficially Owned	Percent of Outstanding
Apr 4, 2025	48	<1%
Jun 20, 2025	15	<1%
Sep 13, 2024	1,425	<1%
Dec 8, 2023	31,375	<1%
Apr 13, 2022	7,333	<1%

Footnotes and context:

Apr 4, 2025 line includes 23 shares issuable via options/RSUs within 60 days .
Sep 13, 2024 line includes 624 shares issuable via options/RSUs within 60 days .
Dec 8, 2023 line includes 14,667 shares issuable via options/RSUs within 60 days .
Stock ownership guidelines: CEO 3x base salary; other Section 16 officers (including Kwon) 1x base salary within 5 years; due to declining stock price, covered persons do not currently meet targets and must retain 50% of after-tax shares after vesting/exercise until compliant .

Employment Terms

Scenario	Economics	Benefits Continuation	Equity Treatment	Conditions
Termination without Cause (non-CoC)	75% of base salary + target bonus, paid over 9 months (SVP level)	9 months for Kwon	Not accelerated per non-CoC provision; standard plan terms apply .	Release; ongoing compliance incl. non-compete/non-solicit; cooperation .
Double-trigger on Change of Control (CoC within 18 months)	Lump sum 150% of compensation (base + target bonus) (SVP level)	12 months for Kwon	All unvested equity fully vests; option exercise period extended per plan limits	Good Reason triggers covered; release and restrictive covenants apply .

No individual employment contract; Kwon participates in the company-wide Senior Management Severance Plan .

Performance Context (Company-level during Kwon’s tenure)

Year	TSR: $100 Initial Investment	Net Income (Loss) ($)
2021	$21	(28,457,000)
2022	$6	8,027,000
2023	$0.49	(17,411,000)
2024	$0.03	(24,130,000)

Investment Implications

Alignment and pay mix: Kwon’s compensation skews toward cash (base plus annual bonus), with relatively small equity grants in 2024 (11 RSUs), likely reflecting equity pool constraints and substantial reverse splits; this reduces equity-driven alignment and makes cash more central to retention .
Incentive calibration: Non-CEO bonus structure emphasizes corporate outcomes (70% weight). In 2024, corporate factor paid at 72% (below target), while individual factor was 100%, yielding a moderated bonus; in 2022, corporate was 100% and individual 125%, indicating a stronger discretionary recognition year .
Ownership and selling pressure: Beneficial ownership is de minimis (<1%); guideline disclosures note Section 16 officers currently below ownership targets and are required to retain 50% of after-tax shares, lowering near-term selling pressure from vesting events. Upcoming RSU vests (11 units in 2025/2026/2027) are immaterial to float and pressure .
Change-of-control optionality: A double-trigger CoC payout at 1.5x compensation plus full equity acceleration creates meaningful retention and sale optionality; the non-CoC severance (0.75x) is moderate, balancing retention and governance considerations .
Execution risk and value creation: Company-level TSR has been severely negative during her tenure, and net losses re-emerged after 2022 profitability, suggesting option packages are largely out-of-the-money; equity-based incentives may have diminished motivational value absent a sustained valuation recovery .

Overall, expect limited insider selling from Kwon given small, time-based RSU vests and retention requirements, modest cash-driven retention through salary/bonus, and higher upside sensitivity in a strategic transaction via CoC economics; near-term trading signals from her equity vesting cadence are negligible in size, with broader stock performance more dependent on clinical and financing milestones than on executive equity flows .