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Femida Gwadry-Sridhar

Director at Medpace HoldingsMedpace Holdings
Board

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

OrganizationRoleTenureCommittees/Impact
Pulse Infoframe Inc.Founder & Chief Executive Officer2011–presentLeads real‑world evidence registries, natural history and observational/regulatory-grade studies; recognized thought leader (220+ publications)
Western UniversityAcademic appointmentsNot specifiedResearch/teaching in epidemiology, outcomes/real‑world data
University of Southern CaliforniaVisiting ProfessorNot specifiedAcademic leadership
ISPOR (Society for Pharmacoeconomics and Outcomes Research)Founding member, medical adherence groupNot specifiedProfessional leadership in outcomes/real‑world evidence

External Roles

OrganizationRolePublic/PrivateNotes
Pulse Infoframe Inc.DirectorPrivateAlso 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:

ComponentPolicy/AmountEligibility for Femida2024 Actual
Annual Board retainer$60,000 cash (directors can elect RSUs; some did)Yes$60,000 fees earned in cash
Lead Independent Director retainer+$25,000No$0
Audit Committee member+$10,000; Chair +$25,000Not a member$0
Compensation Committee member+$7,500; Chair +$20,000Not a member$0
Nominating & Governance CommitteeNo additional compensationMember$0

Director compensation actually paid to Femida (FY2024):

NameFees 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 DateInstrumentSharesExercise PriceVestingExpiration/TermGrant-Date Fair Value
May 17, 2024Non‑qualified stock options953 $393.30/share Vests on the earlier of the day before the first annual meeting after grant or first anniversary7‑year term from grant date$149,916
May 19, 2023Non‑qualified stock options1,769 (exercisable as of 12/31/2024)Vested (by 12/31/2024)
Jan 16, 2023Non‑qualified stock options573 (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

CompanyRoleCommittee RolesInterlocks/Conflicts
Pulse Infoframe Inc.; Pulse Infoframe US, LLCDirectorNot disclosedNo 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

ItemDetail
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 guidelinesDirectors must hold stock equal to 1× base cash compensation; 60% of vested shares/option spread retained until met. Individual compliance status not disclosed.
Hedging/PledgingInsider 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.