Sylvie Grégoire
About Sylvie Grégoire
Sylvie Grégoire, Pharm.D., age 63, has served on CervoMed’s Board since August 2023 and was Chair of the Board from August 2023 until February 7, 2024. She co-founded EIP Pharma and served as Executive Chair (2018–2023), and brings deep biopharma operating and board experience from Shire, Biogen, Merck, Novo Nordisk, Revvity (formerly PerkinElmer), Vifor Pharma, Abivax, F2G, and Corvidia; she holds a bachelor’s degree in Pharmacy (Laval University) and a doctoral degree in Pharmacy (SUNY Buffalo) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| EIP Pharma | Co‑founder; Executive Chair; Director | Apr 2018–Aug 2023 | Led board during growth; merged into CervoMed |
| CervoMed (CRVO) | Director; Chair of the Board | Aug 2023–present; Chair Aug 2023–Feb 2024 | Led Board pre‑2024; transitioned chair to Joshua Boger on Feb 7, 2024 |
| Shire plc | President, Human Genetic Therapies Division | Sep 2007–May 2013 | Senior operating leadership in rare disease |
| Biogen, Inc. | VP Regulatory Affairs; VP Manufacturing; EVP Technical Operations | Prior to 2004 | Senior ops/regulatory leadership |
| Merck & Co., Inc. | Clinical research; regulatory affairs (US/international) | Prior to Biogen | Drug development/regulatory roles |
| GlycoFi, Inc. | President, CEO, Executive Board Member | 2004–2005 | Sold to Merck; biotech leadership |
| IDM Pharma, Inc. | Director; Executive Chair | Director 2004–2005; Exec Chair Aug 2006–Oct 2007 | Oncology biotech governance |
| Vifor Pharma AG | Director | May 2013–May 2019 | Renal therapeutics board service |
| Revvity (PerkinElmer) | Director | 2015–2024 | Comp & benefits; nominating & governance committees |
| Corvidia Therapeutics | Chair of the Board | 2016–2020 | Sold to Novo Nordisk in 2020 |
External Roles
| Company | Role | Start | Committees/Notes |
|---|---|---|---|
| Novo Nordisk A/S (NVO) | Director | Current | Audit; Nomination; Research & Development committees |
| Abivax SA (ABVX) | Chair of the Board | Jul 2024 | IBD treatments focus |
| F2G Ltd (private) | Director | Dec 2021 | Chair, Commercial Committee; rare mold infections |
Board Governance
- Independence: The Board determined five of eight current directors are independent (Boger, Hollingsworth, Poulton, Sabbagh, Zavrl); Dr. Grégoire is not listed as independent, with a disclosed immediate family relationship (spouse) to CEO John Alam under Item 404 (Reg S‑K) .
- Committees: Current Audit members (Hollingsworth, Poulton [Chair], Zavrl); Compensation (Hollingsworth, Poulton, Zavrl [Chair]); Nominating & Corporate Governance (Hollingsworth [Chair], Sabbagh, Zavrl). Dr. Grégoire is not a member of these standing committees per 2025 proxy .
- Attendance: In 2024, the Board held 10 meetings; each director attended at least 75% of Board and applicable committee meetings. Independent directors meet in executive session at regular meetings .
- Leadership: Chair role transitioned from Dr. Grégoire to Dr. Boger on February 7, 2024; Board currently separates Chair and CEO roles .
Fixed Compensation
| Description | Annual Cash Retainer (2024) |
|---|---|
| Board Member | $40,000 |
| Chair of the Board | $25,000 |
| Audit Committee Chair | $15,000 |
| Compensation Committee Chair | $10,000 |
| Nominating & Governance Chair | $8,000 |
| Audit Committee Member | $7,500 |
| Compensation Committee Member | $5,000 |
| Nominating & Governance Member | $4,000 |
| Director | Fees Earned (2024) | Option Awards (Grant‑date FV) | Total |
|---|---|---|---|
| Sylvie Grégoire, Pharm.D. | $42,537 | $72,416 | $114,953 |
Notes: Retainers paid in cash during FY2024; equity paid as stock options; non‑employee directors also receive initial and annual option grants (see next section) .
Performance Compensation
| Equity Award Policy | Grant Size | Vesting | Term/Exercise Price | Performance Metrics |
|---|---|---|---|---|
| Initial option (upon Board appointment) | 0.176% of shares outstanding on grant date | 36 equal monthly installments | 10‑year term; exercise price = FMV on grant date | None disclosed for directors |
| Annual option (each year) | 0.088% of shares outstanding (or lesser as set by Board) | 12 equal monthly installments | 10‑year term; exercise price = FMV on grant date | None disclosed for directors |
| 2024 grant to non‑employee directors | 5,750 options each (June 2024) | 3,354 vested as of 12/31/2024 | 10‑year term; strike = FMV at grant | None disclosed for directors |
Other Directorships & Interlocks
| Organization | Relationship/Interlock |
|---|---|
| Novo Nordisk A/S | Current director; previously chaired Corvidia Therapeutics, which was sold to Novo Nordisk in 2020 (industry network tie) |
| Revvity (PerkinElmer) | Former director through 2024, with committee service (Comp & Benefits; Nominating & Governance) |
| Vifor Pharma AG | Former director (2013–2019) |
| Abivax SA | Current Chair of the Board (since July 2024) |
| F2G Ltd | Current director; chairs Commercial Committee |
Expertise & Qualifications
- Senior operating experience across R&D, manufacturing, technical operations, and regulatory at Biogen and Shire; CEO experience at GlycoFi; executive chair roles at multiple biotechs .
- Extensive public company board service across large‑cap pharma (Novo Nordisk), diagnostics/tools (Revvity), and specialty pharma (Vifor), including audit, nomination, R&D, compensation, and governance committee work .
- Educational credentials: B.Pharm (Laval University); doctoral degree in Pharmacy (SUNY Buffalo) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Voting Power | Breakdown/Notes |
|---|---|---|---|
| Sylvie Grégoire, Pharm.D. | 1,515,227 | 17.3% (based on 8,702,719 shares outstanding) | (a) 1,461,578 shares jointly held with spouse (CEO John Alam); (b) 9,512 options exercisable within 60 days; (c) 44,137 exercisable options held by spouse; beneficial ownership disclaimed except for pecuniary interest |
No pledging or hedging of company stock disclosed for directors; company Insider Trading Policy prohibits hedging transactions (e.g., collars, swaps) by officers and directors .
Governance Assessment
- Independence/Conflicts: Dr. Grégoire is not classified as an independent director and is the spouse of CEO John Alam (Item 404 family relationship). She and Dr. Alam jointly own 1,461,578 shares; her aggregate beneficial ownership is 17.3%—a potential influence on governance deliberations. RED FLAG: familial relationship combined with significant ownership concentration .
- Related‑party exposure: Directors (including Dr. Grégoire) purchased convertible notes pre‑merger (Dr. Grégoire $500,000 of 2020 Notes); lock‑up waivers permitted gifting of 22,500 shares by Drs. Alam and Grégoire in Nov 2023. Company discloses these transactions and notes no other transactions meeting Item 404 thresholds since Jan 1, 2023 beyond those listed .
- Engagement/Attendance: Board met 10 times in 2024; each director attended at least 75% of Board/committee meetings; independent director executive sessions held .
- Compensation alignment: Non‑employee director pay is modest and primarily equity‑based (options with time‑based vesting; no director performance metrics). For 2024, Dr. Grégoire received $42,537 cash and $72,416 grant‑date FV in options. Limits on non‑employee director awards ($750k annual cap; $1m in initial year), no tax gross‑ups, and clawback provisions under the 2025 plan support shareholder‑friendly practice .
- Committee structure: Standing committees are fully independent and chaired by independent directors; Dr. Grégoire does not currently serve on Audit, Compensation, or Nominating & Governance, mitigating direct committee influence given her non‑independent status .
- Controls/policies: Prohibition on hedging by insiders; equity plan forbids option repricing and discounted grants; clawback policy embedded; evergreen provisioning excluded—sound governance practices .
Overall signal: Strong external governance credentials and industry expertise; however, non‑independent status and concentrated joint ownership with the CEO warrant ongoing monitoring for potential related‑party and influence risks. The company’s transparent related‑party disclosures, independent committee leadership, and restrictive equity governance features are mitigating factors .