Michael Nofi
About Michael Nofi
Michael Nofi, age 54, was appointed Chief Financial Officer of Edgewise Therapeutics effective November 10, 2025, bringing 30+ years of finance and accounting leadership in life sciences and consumer health, including commercialization readiness and scaling finance operations; he holds a B.S. in accounting and an MBA from Villanova University and is a CPA . His tenure begins as Edgewise advances late‑stage clinical programs and prepares for commercialization; company pay-versus-performance disclosures include TSR methodology and net income relationships but there are no Nofi-specific performance metrics yet given his recent appointment .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| SpringWorks Therapeutics, Inc. | Chief Accounting Officer | Nov 2019 – Jul 2025 | Directed financial operations and strategic financial planning; supported transition from R&D to global commercial company |
| The Nature’s Bounty Co. | Chief Accounting Officer; VP Global Accounting & Corporate FP&A | Not disclosed | Led global accounting and FP&A for a large consumer health company |
| Acorda Therapeutics; Allergan plc; Forest Laboratories | Senior finance roles | Not disclosed | Senior finance leadership across biotech/pharma; operational scaling and compliance |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| — | None disclosed | — | No public company directorships or external board roles disclosed |
Fixed Compensation
| Component | Terms | Notes |
|---|---|---|
| Base salary | $465,000 per year | Subject to periodic review by Board/Comp Committee |
| Target annual bonus | 40% of base salary | Based on performance objectives set by Board or Compensation Committee |
| Employment status | At‑will | Offer expiration Oct 20, 2025; contingent on confidentiality/IP assignment agreement and background checks |
| Work location | Remote from New York with travel to Boulder, CO | Must keep Company informed of service location for compliance |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual cash bonus | 40% of base salary | Objectives set by Board/Comp Committee | Not disclosed | Not disclosed | N/A |
| Performance equity (PSUs) | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Not disclosed |
No specific bonus performance metrics (e.g., revenue, EBITDA, TSR percentile) or PSU frameworks are disclosed for Nofi at appointment; bonus calibrates to objectives established by the Board/Comp Committee .
Equity Ownership & Alignment
| Item | Detail | Vesting/Status | Notes |
|---|---|---|---|
| Inducement stock option | 262,500 shares under 2024 Inducement Equity Incentive Plan | 25% on first anniversary of grant date; remaining 75% vests monthly over next 36 months, subject to continued service | Strike price and expiration not disclosed |
| Inducement RSU award | 43,750 RSUs under 2024 Inducement Plan | Four equal annual installments over four years, subject to continued service | Grant date not disclosed |
| Beneficial ownership | Not disclosed for Nofi (not in 2025 proxy table) | — | Company outstanding shares were 95,205,683 as of Mar 31, 2025 for context |
| Hedging/pledging | Prohibited by Insider Trading Policy; limited exceptions require approvals | — | Reduces alignment risk from pledging/hedging |
| Stock ownership guidelines | Not disclosed for executives | — | No guideline multiples of salary disclosed in available filings |
Employment Terms
| Provision | Terms | Notes |
|---|---|---|
| Severance plan participation | Executive Change in Control and Severance Plan | Plan summarized in proxy and S‑1 exhibit references |
| Involuntary termination (outside CIC period) | Lump sum of 9 months base salary; COBRA premium cost for 9 months | “Involuntary termination” excludes cause, death, disability per plan definitions |
| Involuntary termination during CIC period (double‑trigger) | Lump sum of 12 months base salary; lump sum equal to annual target bonus; COBRA premium cost for 12 months; 100% acceleration of all outstanding equity awards (performance awards deemed at 100% of target) | CIC period begins 3 months prior and ends 12 months after a change in control; double‑trigger required |
| Release condition | Benefits contingent on signing and not revoking separation and release; effective within 60 days; continued compliance and non‑disparagement | 2022 proxy referenced non‑solicit clauses; 2025 emphasizes non‑disparagement and confidentiality |
| 280G treatment | Best‑net cutback (no excise tax gross‑ups) | Shareholder‑friendly; avoids tax gross‑ups |
| Indemnification | Expected to enter standard form indemnification agreement | — |
| Confidentiality/IP assignment | Required per employment letter | — |
Compensation Structure Analysis
- Equity-heavy new hire package (options + RSUs) aligns pay with long-term value creation; absence of disclosed performance equity (PSUs) at hire suggests retention/participation focus rather than near-term performance gating .
- Double‑trigger CIC with 100% acceleration provides competitive protection but creates potential overhang in M&A; lack of tax gross‑ups reduces governance risk .
- Hedging/pledging prohibitions strengthen alignment; no pledging reduces collateral-driven forced selling risk .
Investment Implications
- Retention risk appears mitigated by sizable inducement equity and standard severance economics; monthly option vesting after year one and annual RSU tranches create predictable potential selling windows starting around the first anniversary of grant date, warranting monitoring of Form 4 filings for selling pressure as tranches vest .
- Alignment signals are positive: hedging/pledging bans, best‑net 280G cutback, and no gross‑ups reduce governance red flags; however, lack of disclosed performance metrics for bonus/equity at hire limits pay‑for‑performance visibility until the next proxy .
- As CFO during pre‑commercialization, Nofi’s experience scaling finance operations for launch at SpringWorks is directly relevant; execution focus should be on capitalization strategy, launch readiness, and financial controls as Edgewise transitions to commercialization .