Femida Gwadry-Sridhar
About Femida Gwadry‑Sridhar
Independent Class I director at Medpace (MEDP) since January 16, 2023; age 63. Founder and CEO of Pulse Infoframe Inc., a real‑world evidence platform company (since 2011). Academic appointments at Western University and visiting Professor at the University of Southern California; over 220 publications; degrees: B.S. Biology (Western), B.Sc.Phm. (University of Toronto), M.Sc. (epi) (Western), Ph.D. (Health Research Methodology, McMaster). Classified as an independent director under Nasdaq rules; board declassification underway with her current Class I term expiring at the 2026 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pulse Infoframe Inc. | Founder & Chief Executive Officer | 2011–present | Leads real‑world evidence registries, natural history and observational/regulatory-grade studies; recognized thought leader (220+ publications) |
| Western University | Academic appointments | Not specified | Research/teaching in epidemiology, outcomes/real‑world data |
| University of Southern California | Visiting Professor | Not specified | Academic leadership |
| ISPOR (Society for Pharmacoeconomics and Outcomes Research) | Founding member, medical adherence group | Not specified | Professional leadership in outcomes/real‑world evidence |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Pulse Infoframe Inc. | Director | Private | Also director of Pulse Infoframe US, LLC |
Board Governance
- Independence: Board states all directors other than the CEO (Troendle) qualify as independent under Nasdaq; Femida is independent.
- Committee assignments (2024): Nominating & Governance Committee member; not on Audit or Compensation; no chair roles.
- Board structure and term: Class I director; Board is phasing to annual elections by 2027, with Class I terms expiring at the 2026 annual meeting.
- Attendance and engagement: In 2024, the Board held 4 meetings; all directors attended 100% of board and committee meetings during periods served; six of seven attended the 2024 annual meeting. Nominating & Governance met 4 times; all members attended 100%.
- Lead Independent Director: Fred B. Davenport, Jr. (elected by independent directors).
Fixed Compensation
Medpace Non‑Employee Director Compensation Policy (effective 2024) and Femida’s 2024 actuals:
| Component | Policy/Amount | Eligibility for Femida | 2024 Actual |
|---|---|---|---|
| Annual Board retainer | $60,000 cash (directors can elect RSUs; some did) | Yes | $60,000 fees earned in cash |
| Lead Independent Director retainer | +$25,000 | No | $0 |
| Audit Committee member | +$10,000; Chair +$25,000 | Not a member | $0 |
| Compensation Committee member | +$7,500; Chair +$20,000 | Not a member | $0 |
| Nominating & Governance Committee | No additional compensation | Member | $0 |
Director compensation actually paid to Femida (FY2024):
| Name | Fees Earned (Cash) | Fees Earned (RSUs) | Option Awards (Grant-date FV) | Total |
|---|---|---|---|---|
| Femida H. Gwadry‑Sridhar | $60,000 | $0 | $149,916 | $209,916 |
Notes:
- Annual equity grant practice: On the date of the annual meeting, each non‑employee director receives stock options with ~$150,000 grant-date fair value; one‑year vesting to the next annual meeting; 7‑year term; exercise price = closing price on grant date.
Performance Compensation
2024 and outstanding equity awards for Femida (director grants):
| Grant Date | Instrument | Shares | Exercise Price | Vesting | Expiration/Term | Grant-Date Fair Value |
|---|---|---|---|---|---|---|
| May 17, 2024 | Non‑qualified stock options | 953 | $393.30/share | Vests on the earlier of the day before the first annual meeting after grant or first anniversary | 7‑year term from grant date | $149,916 |
| May 19, 2023 | Non‑qualified stock options | 1,769 (exercisable as of 12/31/2024) | — | Vested (by 12/31/2024) | — | — |
| Jan 16, 2023 | Non‑qualified stock options | 573 (exercisable as of 12/31/2024) | — | Vested | — | — |
Performance metrics for director pay: Non‑employee director equity is service‑based (time‑vested options); no revenue/EBITDA/TSR conditions apply to director awards.
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Conflicts |
|---|---|---|---|
| Pulse Infoframe Inc.; Pulse Infoframe US, LLC | Director | Not disclosed | No Medpace related‑party transactions disclosed with Femida; related‑party section focuses on CEO‑affiliated entities (LIB, CinRx, leased real estate, aviation, hotel). |
Expertise & Qualifications
- Real‑world evidence leader (220+ publications); experience in clinical trials, observational designs, registries, and regulatory‑grade studies.
- Academic and leadership roles in pathology/outcomes (Western University; visiting Professor at USC); founding member in ISPOR adherence group.
- Degrees: B.S. Biology (Western), B.Sc.Phm. (University of Toronto), M.Sc. (epi) (Western), Ph.D. (Health Research Methodology, McMaster).
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of March 20, 2025) | 3,295 shares beneficially owned; less than 1% of shares outstanding. Footnote indicates this represents shares acquirable upon exercise of options vesting within 60 days (i.e., option awards), not reported as currently held common shares. |
| Outstanding director options (12/31/2024) | Exercisable: 573 (1/16/2023 grant), 1,769 (5/19/2023 grant); Unexercisable: 953 (5/17/2024 grant). |
| Director stock ownership guidelines | Directors must hold stock equal to 1× base cash compensation; 60% of vested shares/option spread retained until met. Individual compliance status not disclosed. |
| Hedging/Pledging | Insider Trading Compliance Policy prohibits all hedging transactions; the proxy does not state an explicit pledging prohibition; no pledging by Femida is disclosed. |
Governance Assessment
- Board effectiveness and independence: Femida is independent, serves on the Nominating & Governance Committee (all members independent), and the Board documented 100% attendance across board/committee meetings in 2024—positive for engagement and oversight.
- Alignment and incentives: Her compensation mix is standard for MEDP directors (cash retainer + annual service‑vesting stock options). She did not elect RSUs for her retainer (some peers did), and her reported beneficial ownership comprises primarily options rather than owned shares; MEDP’s guideline requires ownership of 1× cash retainer but individual compliance status is not disclosed.
- Conflicts/related‑party exposure: No related‑party transactions disclosed involving Femida; related‑party items pertain to CEO‑affiliated entities (LIB Therapeutics, CinRx, leases, aviation, hotel).
- Policies and protections: Robust restrictions include prohibition on hedging and adoption of an incentive compensation clawback policy (SEC/Nasdaq‑compliant)—supportive of governance quality.
RED FLAGS: None identified specific to Femida (no related‑party ties, no attendance issues, no pay anomalies disclosed). Monitoring point: actual stock ownership vs. guideline (not disclosed) given option‑heavy director equity.