Antonella Favit-Van Pelt
About Antonella Favit-Van Pelt
Antonella Favit‑Van Pelt, M.D., Ph.D., is Chief Medical Officer (CMO) of Solana Company (f/k/a Helius Medical Technologies) since July 7, 2021, with board‑certified neurology training and a Ph.D. in Pharmacology from the University of Catania, Italy . She is 59 years old as of late Q3 2025 . During her tenure, the company’s pay‑versus‑performance disclosure shows a sharp decline in TSR for 2024 (value of $100 investment fell to $0.10) alongside persistent net losses, framing a challenging backdrop for pay-for-performance alignment . Revenue and EBITDA trends remain pressured through FY2024, underscoring execution risk amid strategic shifts; see performance tables below for detail . Revenues and EBITDA for FY2022–FY2024 are shown below (S&P Global data).
Company Performance (FY 2022–FY 2024)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $778,000 | $605,000 | $476,000 |
| EBITDA ($USD) | -$14,504,000* | -$12,107,000* | -$13,803,000* |
Values retrieved from S&P Global.
* Values retrieved from S&P Global.
Pay vs Performance (Company-level disclosure)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Value of $100 Investment (TSR) | $2.33 | $1.22 | $0.10 |
| Net Loss ($ millions) | $(14.1) | $(8.9) | $(11.7) |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GE Healthcare (Amersham Health) | Global Clinical Development Lead | 2001–2005 | Led global clinical development programs |
| Bristol‑Myers Squibb | Director of Medical Strategy | 2005–2007 | Directed medical strategy initiatives |
| Shire Pharmaceuticals | Senior Director & Global Medical Lead | 2007–2008 | Oversaw global medical leadership initiatives |
| StratMedica, LLC | Principal | 2009–2016 | Directed clinical development for eight healthcare companies incl. J&J and Teva |
| H. Lundbeck A/S | Leader, U.S. Medical Strategy – Neurology | 2018–2021 | Oversaw U.S. medical & lifecycle programs for movement disorders/epilepsy |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Synaerion Therapeutics | Founder; CEO/President/Chairwoman (2014–2017); continues as President & Chairwoman | Founded 2013; executive 2014–2017; continuing | Developing regenerative therapy platform for ALS/TBI; ongoing leadership |
| Thera Neuropharma, Inc. | Founder; affiliate leadership; continues as President & Chairwoman | Founded 2016; executive 2014–2017; continuing | RNAi-based platform development; ongoing leadership |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $375,000 | $390,000 (4% COLA; set by Board on Feb 20, 2024) |
| Target Bonus (%) | 35% of base | 35% of base |
| Non‑Equity Incentive Paid ($) | $65,625 | $99,645 |
| All Other Compensation ($) | $30,935 | $31,741 |
| All Other – Detail (2024) | — | $17,941 health & group life + $13,800 401(k) + life insurance premiums |
Notes:
- Target bonuses set by employment agreement (CMO 35%); 2024 performance goals across regulatory, revenue, financing, clinical R&D, and manufacturer transition were approved in March 2024 .
- In February 2025, the Committee determined 83% of 2024 targets were met; bonuses approved at 83% of target .
Performance Compensation
| Incentive Type | Metric(s) | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Bonus (2024) | Corporate objectives: regulatory, revenue, financing, clinical R&D, manufacturer transition | Not disclosed | Set at 35% of base | 83% of targets achieved (Feb 2025) | $99,645 paid | Cash (timing per policy) |
| Stock Options (Grant 7/2/2024) | Equity LTI | — | Option to purchase 277,000 shares | — | Grant date FV $234,065 (2024 SCT) | 62.5% vested at grant; remainder in 10 equal quarterly installments starting 9/30/2024 |
Additional equity practices:
- Equity awards mainly comprised of options; vesting generally tied to continuous service; grants may incent specific corporate goals or reward performance .
- No policy to time grants around MNPI; no use of MNPI for grant sizing/vesting .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total Beneficial Ownership (Common) | 18,037 shares; <1% of class as of Oct 1, 2025 (40,299,220 shares outstanding) |
| Stock Ownership Guidelines | Not disclosed in proxies examined |
| Hedging / 10b5‑1 | Hedging and monetization transactions prohibited; 10b5‑1 plans allowed with cooling‑off, no overlapping/single‑trade constraints; pre‑clearance required |
| Clawback | Nasdaq‑compliant recoupment policy for incentive‑based compensation received on/after Oct 2, 2023 upon certain restatements; regardless of fault; 3‑year lookback; no indemnification |
Outstanding options (as of Q3 2025):
| Grant Date | Type | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration | Vesting Notes |
|---|---|---|---|---|---|---|
| 7/6/2021 | Option | 270 | 90 | $822.50 | 7/6/2031 | Vests in equal annual installments over 4 years |
| 2/15/2022 | Option | 600 | — | $234.00 | 2/15/2032 | All shares vested |
| 9/12/2022 | Option | 170 | 30 | $27.00 | 9/12/2032 | Vests in 12 equal quarterly installments from 9/30/2022 |
| 2/13/2023 | Option | 19,504 | 9,756 | $15.45 | 2/13/2033 | Mixed vesting incl. monthly installments and performance condition on related grants |
| 7/1/2024 | Option | 193,899 | 83,101 | $0.97 | 7/1/2034 | See plan disclosures; 2022 Plan terms apply |
Totals (as disclosed): Exercisable 214,443; Unexercisable 92,977 .
Note: In‑the‑money value depends on current HSDT market price and is not disclosed in these filings.
Employment Terms
| Term | Key Provision |
|---|---|
| Start Date & Role | Appointed CMO July 7, 2021 |
| Initial Term & Renewal | 3‑year initial term; auto‑renews for 1‑year periods unless Board gives ≥90 days’ notice of non‑renewal |
| Base Salary (Initial) | $340,000, reviewed annually |
| Base Salary (2024) | $390,000 after 4% COLA adjustment (Board approved Feb 20, 2024) |
| Target Bonus | Up to 35% of annual base salary |
| Non‑CIC Termination | Severance equal to base salary + pro‑rated bonus; Company‑paid medical coverage up to 12 months; continued vesting of equity awards through remaining Initial/Renewal term, subject to release; plus unconditional entitlements (benefits, indemnity, COBRA continuation, expense reimbursement) |
| CIC (12 mo after or 3 mo prior to CIC) | 1.5x sum of base salary + target cash bonus; accelerated vesting of time‑based equity awards assumed/continued/substituted in the CIC; continued medical coverage and other conditional benefits (except severance amount); subject to release |
| Non‑compete/Non‑solicit | During employment and 1 year post‑termination |
| Equity Plan CIC Mechanics | Awards may be assumed/continued/substituted; if not, vesting/exercisability may accelerate; clawback applies; no automatic acceleration absent specific award terms |
Performance & Track Record
| Area | Evidence |
|---|---|
| Clinical/Regulatory Execution | Led stroke registrational program; FDA 510(k) submission for PoNS label expansion in stroke (Sept 2025). Company press release cites statistically significant superiority on FGA and durable effect; she authored supporting clinical commentary as CMO . |
| Company Operating Context | 2024 TSR value of $0.10 and net loss of $(11.7)M reflect difficult shareholder returns and profitability backdrop during her tenure . |
Compensation Structure Analysis
- Cash vs equity mix: In 2024, option award grant‑date value was $234,065 vs cash salary $390,000 and bonus $99,645, signaling a meaningful but not dominant equity component in a down‑TSR year .
- Guaranteed pay trend: Base salary rose from $375,000 (2023) to $390,000 (2024) following a 4% COLA adjustment approved by the Board and Compensation Committee .
- Annual bonus outcomes: 83% of 2024 corporate targets achieved; payout at 83% of target, paid $99,645; target bonus opportunity is relatively modest at 35% (CMO), limiting variable upside .
- Award design: 2024 option grant vested 62.5% immediately, with 37.5% vesting over ten quarterly tranches—front‑loaded vesting reduces retention leverage compared to purely time‑based awards .
- Clawback: Nasdaq‑compliant clawback applies to incentive‑based compensation; enhances alignment and risk mitigation .
Equity Ownership & Alignment (Additional Observations)
- Alignment depth: Direct common ownership is modest (18,037 shares, <1%) , while option exposure is substantial (214,443 exercisable; 92,977 unexercisable), including a large tranche at a low strike ($0.97), which may create sensitivity to share price movements and potential future exercise/sale activity as vesting completes .
- Trading policies: Hedging/monetization transactions are prohibited; 10b5‑1 plan adoption requires cooling‑off and pre‑clearance—these reduce opportunistic trading risk .
- Pledging: No explicit pledging policy mention found; no pledged shares disclosed in examined materials.
Investment Implications
- Pay-for-performance alignment: With a 35% bonus target and the Committee awarding 83% of target despite a weak TSR and ongoing losses, the program appears to emphasize operational/regulatory milestones over market returns—appropriate for a device/treasury transition story, but investors should scrutinize target rigor and evolving metrics post‑DAT strategy .
- Retention vs liquidity: The 2024 option grant’s immediate 62.5% vesting provides near‑term liquidity; remaining 10 quarterly tranches continue through late 2026, creating rolling potential selling pressure aligned to quarter‑end vest dates if options are in‑the‑money .
- Alignment through equity: Minimal direct share ownership (<1%) contrasted with large option exposure, including low‑strike awards ($0.97), increases sensitivity to stock price paths and could produce exercise/sale events as vesting completes—monitor Section 16 and 10b5‑1 plan filings for signals .
- Downside protection and governance: CIC protections (1.5x base+target; accelerated vesting) and a robust clawback framework reflect standard market terms; non‑compete/non‑solicit (1 year) helps mitigate transition risk, though auto‑renewal structure requires active oversight near renewal windows .
- Execution lens: Positive clinical data and 510(k) submission for stroke indicate progress under her medical leadership, but overall financial performance (TSR, losses) remains a headwind—investors should track regulatory outcomes and commercialization progress alongside treasury strategy impacts on capital allocation .