Reginald Sanders
About Reginald J. Sanders, M.D.
Independent director (age 66) appointed in 2025; member of EyePoint’s Science Committee. A nationally recognized retina specialist, immediate past president of the American Society of Retina Specialists (ASRS), and board member of Prism Vision Group (PVG). Education: B.A. (University of Virginia), M.D. (Yale), Ophthalmology residency (Wills Eye Hospital; Co‑Chief Resident), vitreoretinal fellowship (Massachusetts Eye and Ear/Harvard). Clinical professorships at Georgetown University and Howard University; Chief of Retina Service at Georgetown/Washington Hospital Center since 2001.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Retina Group of Washington (RGW), division of Prism Vision Group | President & Managing Partner; Retina Physician | Many years; ongoing | Grew RGW to largest U.S. retinal practice; led business development in the retinal space |
| Georgetown University/Washington Hospital Center | Chief of Retina Service | Since 2001 | Clinical leadership in retina care |
| American Society of Retina Specialists (ASRS) | President (most recent) | Prior term (dates not specified) | Instrumental in developing ASRS “Business of Retina” meeting |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Prism Vision Group (PVG) | Board Member | Current | PVG is parent to RGW; networked retina practice platform |
| Georgetown University School of Medicine; Howard University School of Medicine | Clinical Professor | Ongoing | Academic appointments in ophthalmology |
| Georgetown University Hospital; Washington Hospital Center; Children’s Hospital | Hospital Affiliations | Ongoing | Licensed across D.C. metro region |
Board Governance
- Committee assignments: Science Committee member; committee remit includes oversight of R&D science, clinical/regulatory strategy, R&D budget and milestones, medical affairs strategy, and engagement with regulators and providers. Science Committee met four times in 2024. Current members: Landis (Chair), Ando, Lurker, Sanders.
- Independence status: Board determined Sanders is independent under SEC and Nasdaq rules.
- Board refreshment and nomination: Sanders recommended by CEO Dr. Jay Duker; Board seeks measured refreshment aligned to strategy and candidate bandwidth.
- Executive sessions: Independent directors hold executive sessions at each regular Board meeting and generally after each committee meeting.
- Attendance: Board and committees met four times in 2024; attendance detail for Sanders not applicable (joined 2025).
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board retainer (non‑executive director) | $45,000 | Vice Chair $70,000; Board Chair $80,000 |
| Science Committee member retainer | $7,500 | Science Committee Chair $15,000; member $7,500 |
| Meeting fees beyond 12 per year | $1,000 per meeting | Applies after more than twelve Board/committee meetings |
Performance Compensation
| Award Type | Shares/Units | Grant Date | Vesting | Strike Price | Fair Value |
|---|---|---|---|---|---|
| Initial non‑employee director stock options | 80,000 | Not disclosed | Vests in three equal annual installments starting on first anniversary of grant | Not disclosed | Not disclosed |
- Annual director equity: Board Chair and non‑executive directors receive annual option grants; allocation between options and RSUs may vary, with one‑year vest.
- Plan governance and limits: Non‑employee director annual compensation capped at $1,100,000 in initial year and $850,000 thereafter (inclusive of equity grant values under ASC 718); Board may make exceptions in extraordinary circumstances excluding the affected director from decision.
- Equity plan best practices: No option repricing without shareholder approval; no evergreen; conservative share reuse; dividends/equivalents payable only if awards vest.
Other Directorships & Interlocks
| Company/Organization | Public/Private | Role | Potential Interlock/Conflict Assessment |
|---|---|---|---|
| Prism Vision Group (PVG) | Private | Board Member | PVG operates retina practices; EyePoint develops retinal therapies—no related‑party transactions disclosed; monitor for perceived influence on clinical usage/adoption. |
| ASRS | Non‑profit professional society | Most recent President | Industry networking; no transactions disclosed. |
Expertise & Qualifications
- Retina clinical leadership with 50+ scientific papers and investigator experience in retinal treatment trials; broad recognition including charter inductee of Retina Hall of Fame.
- Business development in retinal practice management; led RGW to scale; developed ASRS “Business of Retina.”
- Academic and hospital leadership roles providing deep domain expertise directly relevant to Science Committee oversight.
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Total beneficial ownership (shares) | Not disclosed | Sanders not listed individually in beneficial ownership table; holds less than 1% or not separately reported. |
| Options outstanding (total) | 80,000 | Prior grants under the 2023 Long‑Term Incentive Plan; initial director grant. |
| Options exercisable within 60 days (as of Apr 23, 2025) | 0 | Footnote indicates no rights to acquire shares within 60 days for Hassan and Sanders. |
| Shares pledged as collateral | Prohibited | Insider trading policy prohibits pledging and hedging by directors. |
Governance Assessment
- Independence and committee fit: Independent director with deep retinal clinical and network expertise on Science Committee; strengthens scientific oversight and market insight for pivotal programs.
- Compensation alignment: Standard cash retainer plus modest committee fee; equity awards time‑vested without performance conditions; robust non‑employee director compensation caps and anti‑repricing safeguards support shareholder alignment.
- Ownership alignment: Initial 80,000 options outstanding; no near‑term exercisables; pledging/hedging prohibited—alignment improving as awards vest over time.
- Conflicts/related parties: No related‑party transactions disclosed involving Sanders; PVG/ASRS roles present potential perceived conflicts in clinical adoption and influence; Company maintains formal related‑party review via Audit Committee and broad Code of Conduct.
- Process quality: Board uses executive sessions; clear committee charters; governance refreshment process documented; Sanders nominated through CEO recommendation—highlighting strategic skill sourcing.
RED FLAGS: None disclosed specific to Sanders. Potential perceived conflict due to ongoing roles within PVG/RGW and industry leadership (monitor for any future related‑party engagements or clinical trial relationships). Hedging/pledging bans and director comp caps mitigate alignment risk.