Jennifer Riley
About Jennifer Riley
Jennifer Riley, 50, has served as Chief Strategy Officer at Avalo Therapeutics (AVTX) since January 1, 2025, overseeing corporate strategy and commercial/product pipeline planning . She brings 20+ years of biotech leadership spanning Biogen and consulting, with degrees in molecular biology (UC San Diego) and virology (Harvard), plus professional education at Harvard Business School . For context on AVTX’s pay-versus-performance framework, the company reported 2024 net loss of $35.1 million and cumulative TSR showing $100 invested at 12/31/2021 was $0 by 12/31/2024, underscoring value creation challenges pre-dating Riley’s tenure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Northbrook Consulting, LLC | Founder and Sole Member | 2014–2024 | Advised 30+ biopharma companies on development strategy, commercialization, and portfolio optimization; later engaged by AVTX prior to hire |
| Biogen Inc. | VP, Program Leadership & Management; Country Manager; VP Global Cardiopulmonary Marketing; Director of Operations | 2005–2012 | Led hemophilia franchise strategy/launch readiness; led sales/marketing for MS products; built org model for new business area; oversaw integration of Syntonix acquisition |
| Health Advances, LLC | Consultant/Project Lead | 2000–2004 | Led strategic product, portfolio, and corporate planning for biopharma/medtech/diagnostics clients |
| Harvard Medical School (Dept. of Microbiology & Molecular Genetics) | Graduate Researcher | 1996–1999 | Research in host immune response to viral infection and immune evasion mechanisms |
External Roles
- Permitted to serve as an outside member of up to two for‑profit boards or industry roles, subject to Board approval; primary work location is remote (Mercer Island, WA) with reimbursed travel to AVTX HQ .
Fixed Compensation
| Component | 2025 Terms | Notes |
|---|---|---|
| Base Salary | $450,000 | Annual review from 2026; may be reduced only with broad salary reductions affecting similarly-situated employees |
| Target Bonus % | Up to 40% of base salary | Discretionary; may be paid in cash or, if mutually agreed, as immediately vested equity |
| Benefits | Standard employee plans; 25 days paid vacation | Benefits subject to company policy; expense reimbursement per policy |
Performance Compensation
| Incentive Type | Metric | Weighting/Target | Actual/Payout | Vesting Terms |
|---|---|---|---|---|
| Annual Bonus | Company goals (Comp Committee discretion) | Target up to 40% of base | Discretionary payout; may be cash or immediately vested equity if mutually agreed | N/A for cash; equity bonuses are immediately vested |
| Inducement Stock Options | Equity value creation | N/A | N/A at grant | 150,000 options; 25% vest on first anniversary of 1/1/2025; remaining 75% vest in equal monthly installments over following 36 months; exercise price equals Nasdaq closing price on 12/31/2024 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (as of 4/22/2025) | 0 shares; less than 1% of outstanding |
| Vested vs. unvested | Inducement options granted 1/1/2025 with 12‑month cliff; first tranche vests 1/1/2026; remainder monthly thereafter |
| Exercisable vs. unexercisable (near-term) | None exercisable until first anniversary; monthly vesting thereafter |
| Pledging/Hedging policy | Insider Trading Policy strongly discourages short sales, options/hedging transactions, and margin accounts |
| Ownership guidelines | Not disclosed in proxy or 8-K for executives – (no executive guideline cited) |
Employment Terms
| Provision | Without Cause / Good Reason | Change in Control (double-trigger within 6 months) | Other Key Terms |
|---|---|---|---|
| Severance | 9 months base salary | 12 months base salary | First payroll after 60th day; lump-sum alternative for COBRA if needed |
| Bonus | Prior-year earned but unpaid; prorated current-year bonus based on Company goals | Prior-year earned but unpaid; 100% of current-year bonus | Compensation Committee determines achievement |
| Equity | Full vesting of outstanding options; 6‑month post‑termination exercise window | Full vesting of outstanding options; 6‑month post‑termination exercise window | |
| COBRA | Company-paid premiums up to 12 months (earliest of 12 months, COBRA expiration, or eligibility for equivalent coverage) | Same up to 12 months | Company may pay lump sum equal to remaining premiums |
| Restrictive covenants | Confidentiality; non-disparagement; invention assignment; return of property – | Same | |
| Non-compete | 12 months post-employment (U.S. territory) if terminated for Cause or resign without Good Reason | Not specified as waived; standard covenants apply | |
| Non-solicit | 12 months (customers, employees, vendors; hiring/retention interference restrictions) | Same | |
| Good Reason definition | Material diminution of duties, breach including salary reduction, or requirement to work >25 miles from residence; cure periods apply | Includes additional “Good Reason” for relocation >50 miles in CoC context | |
| Cooperation | Obligation to assist AVTX on claims/investigations; reimbursed reasonable expenses | ||
| Clawback/equitable relief | Severance ceases and must be repaid (except $1,000) upon breach of covenants; equitable relief available |
Related Party Transactions
| Counterparty | Nature | Period | Amount |
|---|---|---|---|
| Northbrook Consulting, LLC (founded by Jennifer Riley) | Consulting services to AVTX before hire | Jul–Dec 2024 | ~$188,000 total payments; engagement ended Dec 31, 2024 |
Investment Implications
- Alignment and ownership: Riley had no reported beneficial share ownership as of April 22, 2025; equity alignment is primarily via a 150,000-share inducement option with first vest on January 1, 2026, creating an initial liquidity/vesting event and a subsequent monthly vest cadence thereafter .
- Retention risk: Standard biotech executive terms with nine months severance and double-trigger change-in-control protection (12 months salary, full bonus, full option vest) reduce departure friction and align with industry norms; non-compete/non-solicit covenants provide protection for AVTX IP and talent .
- Insider selling pressure: The 12‑month cliff materially defers any near-term option exercise or sales pressure until early 2026; ongoing monthly vesting post-cliff implies gradual potential supply thereafter rather than a single large unlock .
- Pay-for-performance structure: Annual bonus is discretionary and tied to company goals set by the Compensation Committee, with option-based equity emphasizing long-term value creation; immediate vesting of bonus-equity (if used) reduces retention stickiness relative to RSUs/PSUs and is noteworthy for incentive design .
- Governance and risk controls: Insider Trading Policy discourages hedging, short sales, and margin accounts—positive for alignment; equitable relief and severance clawback on covenant breaches strengthen enforcement .
Note: AVTX’s broader pay-versus-performance context shows challenging pre-2025 TSR and net losses; Riley’s role targets commercialization strategy for AVTX‑009 and potential indication expansion, which will be key levers for future value creation .