Kendra Adams
About Kendra Adams
Kendra R. Adams is Chief Financial Officer and Treasurer of C4 Therapeutics (C4T), appointed effective September 18, 2023; she is 48 years old and holds a B.A. in Economics from Hamilton College . Adams previously led C4T’s Investor Relations and Corporate Communications (Nov 2020–Sep 2023) and spent nearly two decades in biotech IR/finance roles at Agios, ARIAD, and Amgen, with earlier finance and consulting roles at GE and KPMG . Under her tenure as CFO, C4T’s 2024 “pay-versus-performance” disclosure reports cumulative TSR value of 10.87 (on $100 invested at 12/31/2020) and a 2024 net loss of $105.3 million, providing context for pay-for-performance alignment and cost/runway management initiatives .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| C4 Therapeutics | SVP, Communications & Investor Relations | Nov 2020 – Sep 2023 | Built and led IR/communications; member of leadership team |
| Agios Pharmaceuticals | VP, IR & External Communications; Senior Director, IR & PR | Dec 2015 – Nov 2020 | Capital markets engagement; IR programs during portfolio evolution |
| ARIAD Pharmaceuticals | Senior Director, Investor Relations | Jul 2012 – Nov 2015 | Led IR in oncology; stakeholder communications |
| Amgen | Senior Manager, Investor Relations | Jun 2004 – Jul 2012 | Large-cap biotech IR experience |
| General Electric | Finance roles; Financial Management Program | Early career | Financial training and operating finance experience |
| KPMG LLP | Consulting (finance/strategy) | Early career | Led consulting teams on financial/strategic matters |
External Roles
- No public company directorships or external board roles disclosed for Adams in the company’s 8-K or proxy statements .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% base) | Actual Annual Incentive ($) |
|---|---|---|---|
| 2024 | 485,000 | 40% | 213,400 |
| 2023 | 404,553 (pro‑rated; CFO as of 9/18/23) | 40% (CFO offer terms) | 171,000 |
| Appointment terms (effective 9/18/23) | 450,000 | 40% | — |
Performance Compensation
Annual Cash Incentive Design and 2024 Outcomes
- Corporate performance metrics and weightings (company-wide): 55% clinical execution; 30% discovery/partnered pipeline; 15% operational alignment .
- Company achievement: 110% of target for 2024 .
| Executive | 2024 Target ($) | Company Achievement | 2024 Earned ($) |
|---|---|---|---|
| Kendra R. Adams (CFO) | 194,000 | 110% | 213,400 |
Equity Awards (Grants, Sizing, Vesting)
| Grant Date | Instrument | Shares/Options | Exercise Price | Fair Value ($) | Vesting |
|---|---|---|---|---|---|
| 02/14/2024 | RSUs (annual) | 36,700 | — | 268,277 (2024 stock awards) | 4 annual tranches from grant date anniversary |
| 02/14/2024 | Options (annual) | 165,300 | 7.31 | 1,208,343 (2024 option awards; includes all 2024 options) | 16 equal quarterly tranches |
| 09/18/2023 | RSUs (promotion) | 25,000 | — | — | 4 annual tranches from grant date anniversary |
| 09/18/2023 | Options (promotion) | 111,000 total (34,687 ex., 76,313 unex. at 12/31/24) | 2.15 | — | 25% at 1 year, then 12 equal quarterly tranches |
| 02/13/2023 | RSUs | 11,250 (unvested @ 12/31/24) | — | — | 4 annual tranches from grant date anniversary |
| 02/13/2023 | Options | 75,000 total (32,812 ex., 42,188 unex.) | 5.67 | — | 16 equal quarterly tranches |
| 02/14/2022 | PSUs | 10,500 (expired/forfeited Feb 28, 2025) | — | — | Performance-based; forfeited without vesting |
| 02/14/2022 | Options (repriced) | 45,000 total (30,937 ex., 14,063 unex.) | 19.00 (repriced Mar 2024) | 9,654 incremental fair value from repricing (in 2024) | 16 equal quarterly tranches |
Notes:
- March 2024 stock option repricing applied to certain underwater options (including Adams’ 2022 grant), aligning exercise prices for SLT to $19.00 IPO price with retention conditions through Mar 7, 2025; CEO and directors were excluded. In Oct 2024, the plan was amended to prohibit future repricings absent prior shareholder approval .
Equity Ownership & Alignment
Outstanding Awards at 12/31/2024 (selected detail for Adams)
| Grant Date | Options Exercisable | Options Unexercisable | Exercise Price | Expiration | RSUs Unvested | Key Vesting Terms |
|---|---|---|---|---|---|---|
| 11/09/2020 | 76,500 | — | 19.00 | 11/08/2030 | — | 4-year, legacy hire program |
| 02/14/2022 | 30,937 | 14,063 | 19.00 (repriced) | 02/13/2032 | — | 16 quarterly tranches |
| 02/13/2023 | 32,812 | 42,188 | 5.67 | 02/12/2033 | 11,250 | RSUs: 4 annual tranches; options: 16 quarterly |
| 09/18/2023 | 34,687 | 76,313 | 2.15 | 09/17/2033 | 18,750 | Options: 25% at 1-year then quarterly; RSUs: 4 annual tranches |
| 02/14/2024 | 30,993 | 134,307 | 7.31 | 02/13/2034 | 36,700 | RSUs: 4 annual tranches; options: 16 quarterly |
- Market reference price at year-end: $3.60 per share (12/31/2024 close). This implies 2.15 options were in-the-money, while 5.67, 7.31, and 19.00 options were out-of-the-money as of 12/31/2024 .
- Performance RSUs (2022 program): 10,500 units for Adams expired and were forfeited on Feb 28, 2025 (no vesting) .
- Hedging/pledging: Company policy prohibits short sales, hedging, and pledging/margin usage by insiders (addresses alignment/pledging risk) .
Trading Arrangements (Rule 10b5-1)
| Action | Date | Plan Scope | Quantity / Notes |
|---|---|---|---|
| Termination of prior plan | Mar 13, 2024 | Rule 10b5-1 plan (sale) | Up to 65,531 shares + indeterminable RSU/PSU settlements |
| Adoption of new plan | Mar 14, 2024 | Rule 10b5-1 plan (sale) through Mar 31, 2025 | Up to 169,557 shares + indeterminable RSU settlements (dependent on vesting, prices, and tax withholding) |
Implication: Structured plan-driven sales could create periodic selling pressure, particularly around RSU settlements, but are within disclosed governance policy and align with tax-withholding practices .
Employment Terms
- Role/tenure: CFO and Treasurer since September 2023; officer since 2023 .
- Severance (non-CIC): If terminated without cause or resigns for good reason, 1x base salary payable over 12 months; Board may approve pro‑rated target bonus; 12 months of COBRA premiums (at active rate) subject to release conditions .
- Change-in-control (double-trigger, within 12 months): 1x (base salary + target bonus) in lump sum; 12 months COBRA; full acceleration of all equity awards (performance awards vest at greater of target or actual performance) .
- Non-compete/non-solicit: 12-month post-termination non-compete (except noted carve-out for certain California-based executives not applicable to Adams) and 12-month non-solicit .
- Clawback: Executive Compensation Recovery Policy adopted per SEC/Nasdaq rules; mandates recovery of incentive-based compensation upon material restatement, with broader recovery permitted in misconduct cases .
- Governance: No “single-trigger” CIC benefits; no excise tax gross-ups .
Investment Implications
- Pay-for-performance: 2024 corporate scorecard paid at 110%, with CFO’s target bonus at $194k and payout of $213k, reflecting clinical/progress and BD milestones; performance RSUs for 2022 program forfeited in 2025, signaling rigor in performance equity .
- Retention and alignment: Significant unvested RSUs/options with multi-year vesting schedules aid retention; hedging/pledging prohibitions and clawback enhance alignment, though options are largely out-of-the-money at year-end (except the 2.15 strike) .
- Repricing optics: March 2024 option repricing (Adams’ 2022 grant to $19.00) is a governance risk flag; the board’s October 2024 amendment requiring shareholder approval for future repricings partially mitigates concerns .
- Selling pressure: Active Rule 10b5-1 plan authorizing up to 169,557 share sales plus RSU-related sell-to-cover could create episodic supply; however, such programs are standard for liquidity/tax and are disclosed .
- Say-on-Pay trend: Support declined from 93% in 2023 to 74% in 2024, suggesting heightened shareholder scrutiny of compensation decisions, including repricing and equity mix; continued investor engagement will be key .
Overall: Adams’ package tilts toward at-risk equity with robust governance overlays (clawback, anti-hedging/pledging), balanced by a 2024 repricing that investors may monitor. Retention risk appears moderate given multi-year vesting and unexercised equity; trading plan sales may weigh on near-term technicals but are programmatic and disclosed .
References:
- Appointment/offer terms and background
- Executive officer biographies and age
- Summary Compensation Table and 2024 pay
- 2024 corporate metrics/weightings and payout
- Outstanding equity awards and vesting
- Option repricing details
- Insider trading/hedging/pledging policy and clawback
- Pay vs Performance (TSR, net loss)
- Say-on-pay results
- 10b5-1 plans disclosure