Amy Sullivan
About Amy Sullivan
Amy Sullivan, M.B.A., is Chief Financial Officer of IO Biotech (IOBT). She joined in October 2022 after serving as CFO of TABA BV (SPAC), and previously as Chief Strategy Officer at Kiadis Pharma and SVP, Corporate Affairs at Keryx Biopharmaceuticals . She holds a B.S. in Business from Salem State University and an M.B.A. from Bentley University . As of the 2025 proxy, she is 55 years old and serves among the company’s executive officers . Operationally, IO Biotech remains loss-making; consolidated EBITDA was -$71.3m (FY22), -$91.2m (FY23), and -$94.9m (FY24), reflecting continued clinical investment while pre-commercial revenues were not reported by S&P Global for these periods.
| Performance Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| EBITDA (USD) | -$71.32m* | -$91.23m* | -$94.92m* |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| TABA BV (SPAC) | Chief Financial Officer | May 2021–Oct 2022 | Led finance at a SPAC prior to joining IO Biotech . |
| Kiadis Pharma B.V. (Euronext) | Chief Strategy Officer | Jan 2019–May 2021 | Drove capital formation and repositioning post-clinical failure; key role in sale to Sanofi . |
| Keryx Biopharmaceuticals, Inc. | SVP, Corporate Affairs | Apr 2014–Dec 2018 | Led IR/corporate comms through high-growth, first FDA approval, and a merger . |
| AMAG, Idenix, Genencor | Head/Lead IR & Corporate Comms roles | Earlier | Senior IR/communications roles at multiple biopharmas/biotech suppliers . |
Fixed Compensation
| Element | 2024 Amount/Terms |
|---|---|
| Base Salary | $439,875 |
| Target Bonus | 45% of base salary |
| Pension/Retirement/Other | $12,833 (retirement plan contributions) |
| Total Cash (Salary + NEI Bonus) | $637,875 (Salary $439,875 + Non-Equity Incentive $198,000) |
| Total 2024 Compensation | $998,412 (incl. $347,704 option grant date FV) |
Notes: 2024 annual bonus was paid in Q1’25 based on 2024 performance .
Performance Compensation
Annual Incentive (Cash)
| Metric Area | Weighting | Target | Actual/Payout |
|---|---|---|---|
| Corporate goals (clinical development & launch prep 50%; IR/BD/stakeholder comms 30%; preclinical 10%; capital formation 10%) | 80% | 45% of base salary (target) | Company achieved 100% of corporate goals for 2024; individual payout to Amy Sullivan was $198,000 . |
| Individual goals | 20% | Included in target above | Included in the $198,000 payout . |
Equity Awards (Stock Options)
| Grant Date | Type | Shares | Exercise Price | Vesting | Expiration | Acceleration |
|---|---|---|---|---|---|---|
| 10/17/2022 | Option | 288,152 | $2.55 | 25% on 10/17/2023; then 1/36 monthly | 10/17/2032 | 25% on termination without cause; 100% if within 24 months of a change of control . |
| 3/20/2023 | Option | 55,000 (24,063 ex./30,937 unex. at 12/31/24) | $1.98 | 25% on 3/20/2024; then 1/36 monthly | 3/20/2033 | 50% on change of control; 100% on termination without cause within 24 months of CoC . |
| 3/15/2024 | Option | 280,000 | $1.65 | 25% on 3/15/2025; then 1/36 monthly | 3/15/2034 | 25% on termination without cause; 100% on termination without cause within 24 months of CoC . |
Clawback: Company maintains a Dodd-Frank compliant clawback policy for incentive compensation .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of 4/11/2025) | 356,224 total: 84,632 common shares + 271,592 options exercisable within 60 days; indicated as “less than 1%” in proxy . |
| Shares Outstanding (record date) | 65,880,914 shares (for voting) . |
| Vested vs Unvested (12/31/2024 snapshot) | Options outstanding and vesting by grant shown above; 2022 grant partially vested; 2023/2024 grants continue monthly vesting post initial cliff . |
| Hedging/Pledging | Prohibited: no short sales, hedging (puts/calls), margin accounts or pledging company stock . |
| Ownership Guidelines | Not disclosed in the proxy statements reviewed. |
Insider Activity (Trading Signals):
- Open-market buys:
- 12/23/2024: Purchased 10,250 shares at a weighted avg. $0.8276; post-transaction direct holdings 84,632 shares .
- 03/17/2023: Purchased 25,000 shares at $2.3207 .
- Additional concurrent insider buys at similar dates by CEO and General Counsel suggest coordinated confidence at depressed prices .
Employment Terms
| Term | Key Provisions |
|---|---|
| Employment | At will . |
| Severance (no cause / good reason) | 12 months base salary; 12 months COBRA; 25% of unvested equity vests at separation (subject to signed release) . |
| Change-of-Control | If termination without cause occurs within 12 months after a change of control, 100% of unvested equity vests . |
| Restrictive Covenants | Confidentiality (indefinite or as required by law); non-compete and non-solicit for 1 year post-termination . |
Investment Implications
- Pay-for-performance alignment: Cash incentive targets are balanced (45% of base) and tied 80% to corporate milestones; equity is time-based options with cliffs and monthly vesting, plus clawback—supporting alignment without aggressive risk-taking incentives .
- Insider buy signals: Multiple open-market purchases by the CFO (Mar-2023 and Dec-2024) at low prices are a positive confidence indicator, especially when concurrent with CEO/GC buys .
- Retention and overhang: The 2022/2023/2024 option grants include ongoing monthly vesting through 2026–2028; near-term vest cliffs (e.g., 25% in Mar-2025 for the 2024 grant) can create modest selling pressure windows but also serve as retention anchors .
- Change-of-control economics: Double-trigger full acceleration within 12 months post-CoC increases potential transaction costs but aligns executives to support value-realizing M&A outcomes .
- Risk context: No hedging/pledging permitted (reduces misalignment risk) . However, negative EBITDA trended lower 2023–2024 amid ongoing R&D investment, underscoring funding/execution risk until clinical catalysts de-risk the story (see EBITDA table above)*.
S&P Global disclaimer for tabled fundamentals: Values retrieved from S&P Global.*