Sandra Boenisch
ANAVEX LIFE SCIENCESAbout Sandra Boenisch
Sandra Boenisch, age 44, serves as Principal Financial Officer and Treasurer of Anavex Life Sciences (AVXL) and has held this role since October 2015. She is a Chartered Professional Accountant (CPA, CGA) with a BComm from Laurentian University and 15+ years of accounting, audit, and financial reporting experience across the U.S. and Canada . Company performance context during her named-executive tenure shows Total Shareholder Return (value of a $100 initial investment) of $395 (2021), $227 (2022), $144 (2023), and $125 (2024), with net losses each year, underscoring a volatile biotech risk backdrop for incentive alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Independent Consultant | Financial reporting consultant to public companies (US/Canada) | Jan 2012–Oct 2015 | Led financial reporting; governance and regulatory compliance advisory for multiple issuers |
| BDO Canada LLP (Vancouver) | Senior Accountant → Manager, Audit Assurance | 2008–2012 | Managed assurance engagements for public companies in US/Canada |
| Public Accounting Firm (unnamed) | Auditor | 2001–2008 | Audit and financial reporting experience |
External Roles
- No current public company directorships disclosed for Ms. Boenisch in AVXL filings .
Fixed Compensation
- Current contract terms (effective July 3, 2025): Base salary CA$279,840; eligible for an annual cash target bonus of 20% of base salary; employment continues indefinitely until terminated; severance increased to 12 months of base salary if terminated without cause; 30-day notice provisions; British Columbia governing law .
- In March 2025, AVXL kept the PFO’s annualized base salary unchanged at CA$279,840 .
Historical pay (USD) – Summary Compensation Table (chronological order):
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary | 174,900 | 186,883 | 201,468 |
| Target Bonus % | — | — | — |
| Actual Bonus Paid | — | — | — |
| Option Awards (Grant-Date FV) | 277,603 | 306,700 | 192,700 |
| All Other Compensation | — | 7,475 | 8,059 |
| Total | 452,503 | 501,058 | 402,227 |
Notes: Compensation translated from CAD at disclosed FX rates (2024: 0.73733; 2023: 0.7416; 2022: 0.7831) .
Performance Compensation
- Structure: AVXL emphasizes stock options for long-term incentives. For 2024, Ms. Boenisch received 50,000 stock options at a $5.36 exercise price, subject to performance-based vesting tied to successfully enrolling and executing clinical trials (performance conditions) .
- AVXL disclosed no “financial performance measures” (as defined in Item 402(v)) used to link pay to performance for the most recent fiscal year in the Pay vs. Performance disclosure .
2024 plan-based grant detail:
| Grant Date | Award Type | Shares/Units | Exercise Price | Vesting Terms | Grant-Date Fair Value (USD) |
|---|---|---|---|---|---|
| Feb 20, 2024 | Stock Options | 50,000 | $5.36 | Performance-based; linked to clinical execution | $192,700 |
Performance metrics table (company disclosures):
| Metric | Weighting | Target | Actual | Payout | Vesting Basis |
|---|---|---|---|---|---|
| Annual Cash Bonus (PFO) | Discretionary (up to 20% from 2025 amendment) | Not disclosed | Not disclosed | — for FY22–FY24 | N/A |
| Equity Options (2024 grant) | Not disclosed | Not disclosed | Not disclosed | N/A | Performance-based (clinical enrollment/execution) |
Option exercises (FY 2024):
| Name | Shares Acquired on Exercise | Value Realized |
|---|---|---|
| Sandra Boenisch | — | — |
Equity Ownership & Alignment
Beneficial ownership:
| As-Of Date | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| Dec 23, 2024 | 275,262 | <1% |
| Apr 25, 2025 | 322,762 | <1% |
Outstanding equity awards (FY-end 2024):
| Status | Options (#) | Exercise Price | Expiration |
|---|---|---|---|
| Exercisable | 30,000 | $3.30 | Dec 13, 2027 |
| Exercisable | 30,000 | $2.30 | May 15, 2028 |
| Exercisable | 27,300 | $2.58 | Oct 1, 2028 |
| Exercisable | 35,000 | $2.93 | Jun 4, 2029 |
| Exercisable | 70,000 | $2.96 | Jan 6, 2030 |
| Exercisable | 50,000 | $5.49 | Dec 30, 2030 |
| Unearned (Perf.) | 40,000 | $18.11 | Aug 2, 2031 |
| Exercisable/Unearned (Perf.) | 10,000 / 30,000 | $10.09 | Jun 27, 2032 |
| Unearned (Perf.) | 50,000 | $8.57 | Mar 31, 2033 |
| Unearned (Perf.) | 50,000 | $5.36 | Feb 20, 2034 |
Alignment/controls:
- Hedging and pledging prohibited for officers, directors, employees; no margin purchases or pledging allowed under insider trading policy (reduces forced-selling risk) .
- No stock ownership guidelines in place (no required holding multiple of salary) .
- Clawback policy adopted in Nov 2023 covering incentive-based compensation upon restatement; recovery does not require misconduct finding .
Employment Terms
| Term | Detail |
|---|---|
| Role | Principal Financial Officer and Treasurer |
| Employment Start Date | October 1, 2015 |
| Contract Term | Continues indefinitely until terminated |
| Base Salary | CA$279,840 (effective Jul 3, 2025 amendment) |
| Target Bonus | 20% of base salary (annual cash target bonus eligibility) |
| Equity | Eligible for annual equity awards at Compensation Committee discretion |
| Severance (pre-amendment reference) | If terminated without cause as of 9/30/2024: ~$103,000 total salary continuation |
| Severance (current) | If terminated without cause: 12 months of base salary plus 30 days’ notice or pay in lieu; accelerated vesting for awards vesting in the contract year of termination |
| Change-in-Control | All previously granted but unvested stock options vest upon CIC; estimated benefit if CIC on 9/30/2024: 170,000 options; $16,000 value at $5.68 share price |
| Governing Law | Province of British Columbia |
| Clawback | Subject to AVXL clawback policy per Dodd-Frank and listing standards |
Performance & Track Record
- Pay vs. Performance context (Company-level): Value of $100 initial investment and net income (loss) by year: 2021: $395 and $(37,909)k; 2022: $227 and $(47,978)k; 2023: $144 and $(47,505)k; 2024: $125 and $(43,002)k; peer TSR is NASDAQ Biotechnology Index .
- AVXL stated it did not use any “financial performance measures” to link compensation for the most recent fiscal year in the Pay vs. Performance disclosure .
- No material legal proceedings involving Ms. Boenisch disclosed; company notes no family relationships among directors/executives .
Governance, Policies, and Shareholder Feedback
- Compensation Committee members: Claus van der Velden (Chair), Steffen Thomas, Peter Donhauser; authority to engage advisors; met two times in FY 2024 .
- Insider trading policy: prohibits short sales, derivatives, hedging, pledging, and margin transactions; requires pre-clearance for transfers .
- Say-on-Pay: 2024 approval 83.8% .
- Related Party Transactions: None since Oct 1, 2023 (proxy) and none since Oct 1, 2022 (10-K) .
- Section 16(a) compliance: Ms. Boenisch had a late Form 4 filing on Jan 12, 2024 (compliance process consideration) .
Investment Implications
- Alignment: Meaningful option exposure with performance-based vesting tied to clinical execution supports alignment with value-creation milestones; 322,762 shares beneficially owned but overall ownership <1% implies moderate direct equity alignment for a PFO role .
- Retention risk: July 2025 amendment doubled severance to 12 months and formalized 20% target bonus, improving retention and potentially reducing turnover risk in a pivotal clinical/commercialization phase .
- Selling pressure: No option exercises in FY 2024 and pledging/hedging prohibited reduces near-term structural selling pressure; however, multiple performance-option tranches through 2034 could create event-driven supply if vesting triggers are achieved during catalyst windows .
- Pay-for-performance: Company disclosed no financial performance measures used for linking pay in the most recent year; heavy reliance on options rather than measurable financial KPIs may dilute pay-for-performance rigor until late-stage clinical results or commercialization metrics become relevant .
- Governance risk: Lack of stock ownership guidelines is a relative governance gap; clawback policy adoption in 2023 is a mitigating factor; isolated late Section 16(a) filings signal an area to monitor for control robustness .