Peter Donhauser
ANAVEX LIFE SCIENCESAbout Peter Donhauser
Peter Donhauser, D.O., age 59, is an independent director of Anavex Life Sciences with more than 20 years of expertise in clinical research and osteopathic medicine; he worked at the University Hospital of Munich in geriatrics and neuromusculoskeletal diseases and served as a clinical trial investigator across multiple Phase 3 studies (Merck, MSD, Boehringer Mannheim, Roche, Servier, Sanofi). He holds a human medicine degree from the University of Munich and a Doctor of Osteopathic Medicine from the German-American Academy for Osteopathy (DAAO) at the Philadelphia College of Osteopathic Medicine; he has served on the AVXL Board since February 2017 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University Hospital of Munich | Clinical trial investigator in multiple Phase 3 studies (geriatrics; neuromusculoskeletal diseases) | Dates not disclosed | Investigator on studies sponsored by Merck/ MSD, Boehringer Mannheim, Roche, Servier, Sanofi |
| Private practice (osteopathic medicine) | Osteopathic physician with integrated medical approach | Began in 2000 | Clinical practice; details not otherwise disclosed |
External Roles
- The proxy does not list other public company directorships or external committee roles for Dr. Donhauser .
Board Governance
- Independence: The Board determined that Peter Donhauser is independent under Nasdaq Rule 5605(a)(2) and applicable SEC rules .
- Committee memberships: Compensation Committee (member); Nominating & Corporate Governance Committee (member). He is not listed as a member of the Audit Committee .
- Chair roles: Not a committee chair; the Compensation and Nominating & Corporate Governance committees are chaired by Claus van der Velden .
- Board leadership: Independent Board Chair is Dr. Jiong Ma; the Company emphasizes separation of CEO and Chair for stronger oversight .
- Attendance: In FY 2024, the Board met five times; each incumbent director attended 75% or more of Board and relevant committee meetings. Audit Committee met four times; Compensation Committee met two times; NCG Committee met once .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Annual cash retainer ($) | $25,000 | $25,000 |
| Committee chair fees ($) | N/A (not a chair) | N/A (not a chair) |
| Meeting fees ($) | Not disclosed (none indicated) | Not disclosed (none indicated) |
| Other cash compensation ($) | — | — |
Notes:
- Directors receive reimbursement for reasonable travel and out-of-pocket expenses; no retirement or similar benefit plans for directors .
Performance Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Option awards (grant-date fair value, $) | $316,540 | $202,200 |
| Annual option grant (# of options) | 50,000 (annual grant) | 50,000 (annual grant) |
| Vesting schedule (annual grants) | Typically vest in full on first anniversary of grant | Typically vest in full on first anniversary of grant |
| Initial director option grants | Typically vest over three years | Typically vest over three years |
| Strike price (latest annual grant) | Not disclosed | 50,000 options at $8.58 per share (does not vest within 60 days) |
Additional option details (as of April 25, 2025, options vested or vesting within 60 days for Donhauser):
- 50,000 @ $5.39; 45,500 @ $2.58; 50,000 @ $2.96; 35,000 @ $5.49; 25,000 @ $18.11; 33,333 @ $10.09; 33,333 @ $8.57; 16,667 @ $5.36. Excluded (not vesting ≤60 days): 16,667 @ $10.09; 16,667 @ $8.57; 33,333 @ $5.36; 50,000 @ $8.58 .
Other Directorships & Interlocks
- No public company directorships or disclosed interlocks for Donhauser in the proxy; committee roles are limited to AVXL’s Compensation and NCG committees .
Expertise & Qualifications
- Healthcare industry and clinical research experience; osteopathic medicine training and practice; international background (Germany) .
- Skills matrix classifies him as an independent director and notes healthcare industry experience among the Board’s nominees .
Equity Ownership
| Item | As of April 25, 2025 |
|---|---|
| Beneficial ownership (shares) | 293,833 |
| Percent of class | <1% |
| Shares outstanding | 85,371,852 |
| Options vested/vesting ≤60 days (by strike, counts listed) | See strike-level breakdown above |
| Options outstanding (vested + unvested) at 9/30/2024 | 355,500 |
| Hedging/derivatives policy | Directors prohibited from hedging or short sales under insider trading policy |
| Pledging of shares | No pledging disclosed in proxy |
Insider Trades (Disclosure/Compliance)
| Filing | Date | Note |
|---|---|---|
| Form 4 (Donhauser) | February 23, 2024 | Listed among delinquent Section 16(a) reports for FY 2024 (late filing noted by company) |
Governance Assessment
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Strengths:
- Independence affirmed; participation on Compensation and Nominating & Corporate Governance committees supports board oversight of pay and director nominations .
- Board structure features an independent Chair separate from CEO, enhancing oversight; committees met regularly in FY 2024, and each incumbent director attended ≥75% of meetings, indicating engagement .
- No related-party transactions above disclosure thresholds since October 1, 2023; anti-hedging policy applies to directors and named persons .
- Director pay mix emphasizes equity via options, aligning with shareholder outcomes; annual grants and vesting schedules are transparent .
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Potential concerns / red flags:
- Delinquent Section 16(a) reporting: company notes late Form 4 filings for several insiders including Donhauser in FY 2024; while administrative, repeated tardiness can signal internal control/discipline gaps .
- Option-only equity grants (no RSUs/PSUs) concentrate compensation on time/price-based options without explicit performance metrics; alignment depends on stock performance and may incentivize risk-taking over long-term, multi-factor outcomes .
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Pay-for-performance observations (director context):
- Donhauser’s FY 2024 total director compensation was $227,200, down from $341,540 in FY 2023 due to lower option grant fair value; cash retainer remained flat at $25,000, reinforcing at-risk pay concentration in options .
- Latest annual options (50,000) carry an $8.58 strike and vest after one year, with additional legacy tranches at varied strikes; vesting structures are time-based, not tied to explicit operational metrics (e.g., EBITDA, TSR percentiles) .
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Overall: Donhauser appears independent, active on key governance and compensation committees, and aligned via option-based pay, with no material conflicts disclosed; minor compliance issue with a late Form 4 in 2024 warrants monitoring but does not, on its own, indicate a material governance failure .