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Sohanya Cheng

Executive Vice President, Chief Commercial Officer and Head of Business Development at Karyopharm TherapeuticsKaryopharm Therapeutics
Executive

About Sohanya Cheng

Sohanya Cheng, age 42, serves as Executive Vice President, Chief Commercial Officer and Head of Business Development at Karyopharm Therapeutics, a role she has held since December 2021 after joining the company in June 2021 to lead Sales and Commercial Operations . She previously led marketing at Arrowhead Pharmaceuticals (Aug–Dec 2020) and spent ~11 years at Amgen in oncology commercialization leadership (national sales force/contracting, multiple myeloma marketing & sales, chief of staff/strategy) . Cheng holds an MBA from MIT Sloan and a BSc/MA in Biochemistry from the University of Cambridge . Her incentive plan emphasizes pay-for-performance: annual cash bonuses tied 85% to corporate goals and 15% to individual goals (100% individual achievement in 2024), and PSUs linked to revenue, clinical milestones, and relative TSR with threshold/target/maximum outcomes at the 25th/50th/75th percentile, respectively; 2023 PSUs partially vested upon the first clinical milestone (944 shares earned) .

Past Roles

OrganizationRoleYearsStrategic Impact
AmgenExecutive Director, Head of National Sales Force & Oncology Contracting Strategy2019–Aug 2020Led national oncology sales and contracting strategy
AmgenExecutive Director, Head of Marketing & Sales (Multiple Myeloma)2018–2019Led commercialization for key oncology brands
AmgenChief of Staff to GM & Strategy & Operations Director (Oncology)2017–2018Supported oncology business strategy and operations
Arrowhead PharmaceuticalsVice President, Head of MarketingAug–Dec 2020Led marketing at a public pharmaceutical company

External Roles

OrganizationRoleYearsStrategic Impact
Carisma Therapeutics Inc.DirectorSince Oct 2024Public biopharma board role; external network and governance exposure

Fixed Compensation

  • Employment is “at will”; no guaranteed salary increases .
  • No tax gross-ups; executive program includes clawback and hedging/pledging prohibitions (with limited pledge exception under strict approvals) .

Base salary rates:

Metric20232024
Base Salary ($)$525,000 $546,000
Change vs prior year4.0%

Multi-year compensation (Summary Compensation Table):

Metric202220232024
Salary ($)$457,333 $513,688 $546,000
Stock Awards ($)$1,019,520 $450,465 $315,794
Non-Equity Incentive Plan Compensation ($)$193,048 $202,650 $214,373
All Other Compensation ($)$13,915 $26,611 $18,662
Total ($)$2,612,718 $1,193,414 $1,094,829

Performance Compensation

Annual bonus mechanics and outcomes:

Metric202220232024
Target Bonus (%)40% 40% 45%
Target Bonus Amount ($)$188,800 $245,700
Company Goal Achievement (%)85%
Individual Goal Achievement (%)100%
Bonus Received ($)$193,048 $202,650 $214,373
Actual Bonus (% of Target)102% 87%

Long-term equity incentives (grants and vesting design):

Grant202320242025 Retention
RSUs Granted (#)100,000 13,263 68,750
PSUs Granted (# at target)85,000 5,684
Options Granted (#)137,500
Vesting ScheduleRSUs: 3 equal annual installments from 1st anniversary RSUs: 3 equal annual installments from 1st anniversary Options: 25% at 1st anniversary, then 1/48 monthly; RSUs: 50% on each of two anniversaries
CIC TreatmentPlan uses double-trigger acceleration for time-based awards Plan uses double-trigger acceleration for time-based awards Award-level double-trigger immediate vesting/exercisability within 1 year post-CIC upon qualifying termination

PSU metric design:

  • Revenue, clinical milestones (4-year performance period for clinical), and relative TSR (3-year performance period) .
  • TSR vesting scale: 25th percentile=50% (threshold), 50th=100% (target), 75th=150% (max) .
  • 2023 PSUs: first clinical milestone achieved; shares earned (Cheng: 944) vested on Feb 28, 2024 due to one-year holding since grant .

Equity Ownership & Alignment

Beneficial ownership:

As-of DateShares Beneficially Owned% of Outstanding
Mar 29, 2024262,154 <1%
Apr 10, 202528,862 <1%

Outstanding equity awards (as of Dec 31, 2024):

  • Options | Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiry | |---|---|---|---|---| | 6/30/2021 | 7,291 | 1,042 | 154.80 | 6/29/2031 | | 2/28/2022 | 5,099 | 2,101 | 154.95 | 2/27/2032 | | 8/31/2022 | 3,000 | — | 75.90 | 8/30/2032 |

  • Stock awards (unvested and unearned) | Grant Date | RSUs Unvested (#) | RSUs Value ($) | PSUs (Threshold) (#) | PSUs Payout Value ($) | |---|---|---|---|---| | 2/28/2022 | 2,800 | $28,392 | — | — | | 2/28/2023 | 4,444 | $45,062 | 1,889 | $19,154 | | 2/28/2024 | 13,263 | $134,487 | 2,842 | $28,818 |

Note: RSU/PSU market/payout values use $10.14 closing price on Dec 31, 2024 . Option exercise prices listed exceed $10.14, implying no intrinsic value at 12/31/2024 .

Policies and alignment:

  • Insider Trading Policy prohibits short sales, hedging, and pledging/margin transactions; limited pledge exceptions require CFO and Audit Committee approval . “What We Don’t Do” reiterates no hedging/pledging .
  • Clawback policy (effective Oct 2, 2023) recovers incentive-based compensation for restatements over the prior three completed fiscal years .

Employment Terms

ProvisionTerm
Employment arrangementAt-will; title, compensation, and benefits per agreement
Target annual bonusIncreased from 40% (2023) to 45% (2024) of base salary
Severance (pre-CIC)One month of base salary for each month of service, up to 12 months; COBRA premiums during severance period
Severance (within 1 year post-CIC)Above benefits plus lump-sum payment of 100% of target annual bonus
Equity acceleration (plan-level)Double-trigger acceleration upon qualifying termination within 1 year post-CIC
2025 retention awardsOptions (137,500) and RSUs (68,750) with double-trigger immediate vesting/exercisability if terminated for Good Reason or without Cause within 1 year post-CIC
ClawbackDodd-Frank/Nasdaq-compliant compensation recovery policy
Hedging/PledgingProhibited; limited pledge exception under strict approvals

Investment Implications

  • Pay-for-performance linkage strengthened: PSUs tied to revenue, clinical milestones, and TSR, with 2023 clinical milestone achieved; 2024 cash payout below target driven by 85% corporate score (individual 100%)—suggesting disciplined bonus outcomes aligned to company performance .
  • Retention risk mitigated: January 2025 retention grants (options + RSUs) with two-year RSU vesting and double-trigger acceleration indicate the Compensation Committee’s proactive stance to retain key executives through critical clinical milestones .
  • Ownership alignment: Direct beneficial ownership is modest (<1%), but substantial unvested RSUs/PSUs provide continued alignment; hedging/pledging prohibitions and a robust clawback reduce misalignment and governance risk .
  • Severance economics: Pre-CIC severance capped at 12 months base salary and 100% target bonus only upon qualifying post-CIC termination; absence of tax gross-ups is shareholder-friendly .