Amit Hasija
About Amit Hasija
Chief Financial Officer and Executive Vice President of Corporate Development at Milestone Pharmaceuticals since September 2019; age 52; BS Chemical Engineering (Drexel), MBA (NYU Stern) . Company pay-versus-performance disclosures show shareholder returns deteriorated in 2024 (value of a $100 investment fell to $42.17 vs $141.32 in 2023) while net losses narrowed to $41.5M in 2024 from $59.7M in 2023 . Financials below indicate persistent negative EBITDA and net income, underscoring a high pay-at-risk structure tied to regulatory milestones rather than near-term profitability.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fulcrum Therapeutics | Chief Financial Officer & Chief Business Officer | Not disclosed | Senior finance and BD leadership at a clinical-stage biotech |
| Sanofi | Vice President, North America Pharmaceutical Business Development | ~5 years | Led regional BD initiatives; large-cap pharma dealmaking |
| Credit Suisse; Goldman Sachs; Deutsche Bank | Investment Banking roles | ~10 years | Transaction execution, capital markets, M&A across healthcare |
| Merck | Early career | Not disclosed | Foundation in biopharma operations |
External Roles
No current public company directorships disclosed for Hasija in the proxy .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 437,750 | 437,750 |
| Target Bonus (%) | 35% | 35% |
| Target Bonus ($) | 153,212 | 153,212 |
| Actual Bonus Paid ($) | 148,750 | 114,909 |
| All Other Compensation ($) | 48,390 | 48,858 |
Notes: The proxy’s “2024 Annual Bonus Information” table also shows “Actual Bonus ($) = $153,212” (equal to 35% of salary) for 2024, whereas the Summary Compensation Table reports $114,909 paid; the difference may reflect proration or adjustments not detailed in the SCT .
Perquisites detail:
- Company contributions to 401(k): $38,493 (2024), $— (not itemized for 2023 in SCT total)
- Company-paid life insurance premiums: $10,365 (2024)
Performance Compensation
2024 performance equity awards are explicitly tied to FDA approval of Cardamyst (etripamil); none had vested as of April 15, 2025.
| Instrument | Grant Date | Quantity | Strike/Grant Value | Vesting/Performance | Status |
|---|---|---|---|---|---|
| Performance Stock Options | 5/6/2024 | 100,000 | $1.74 exercise price | 50% vests 6 months after Compensation Committee certifies FDA NDA Approval; remaining 50% vests 1 year after approval; expire if approval not by 12/31/2025 | Unvested/Unearned as of 4/15/2025 |
| Performance Stock Units (PSUs) | 5/6/2024 | 100,000 | $236,000 “market” value at $2.36 close (illustrative in table) | Vest on Approval Date; expire if approval not by 12/31/2025 | Unvested as of 4/15/2025 |
Performance metric table (2024 awards):
| Metric | Weighting | Target | Actual (through 4/15/2025) | Payout | Vesting Timing |
|---|---|---|---|---|---|
| FDA NDA Approval for Cardamyst (etripamil) | Not disclosed | Approval by 12/31/2025 | Pending; no approval reported | None to date | PSUs at Approval Date; Options 6 and 12 months post-approval |
Historic option grants (select):
- Time-based options granted 2020–2023 with typical 4-year vesting (25% at year 1; remainder monthly thereafter); several remain unexercisable as of 12/31/2024 .
Outstanding equity summary (12/31/2024):
| Category | Count |
|---|---|
| Options exercisable | 519,896 (sum of listed exercisable tranches) |
| Options unexercisable | 140,104 (sum of listed unexercisable tranches) |
| Performance options (unearned) | 100,000 |
| PSUs (unearned) | 100,000 |
Committee/consultant process:
- Compensation Committee (independent; chaired by Seth Fischer) met 8 times in 2024 .
- Aon Human Capital Solutions engaged; assessed market data and peer analysis; Compensation Committee determined 2024 grants to NEOs would be 100% performance-based (PSOs/PSUs) .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total beneficial ownership | 1,139,830 shares |
| Ownership as % of outstanding | 2.1% |
| Included in beneficial ownership: options exercisable within 60 days | 1,120,625 |
| Pledging/margin/hedging | Prohibited for insiders, including executives |
| Stock ownership guidelines | Board mandate references establishing minimum shareholding requirements for senior management; specific thresholds not disclosed |
Option overhang and “underwater” status (company-wide context):
- As of April 15, 2025, 100% of outstanding awards were “underwater”; weighted-average option exercise price $4.22 vs $0.834 stock price, suggesting negligible in-the-money value and limited near-term selling pressure from exercises .
Potential near-term supply if approval achieved:
- 100,000 PSUs vest at Approval Date; 100,000 performance options vest 50% at 6 months and 50% at 12 months post-approval, creating predictable windows for potential sales/10b5-1 plans .
Employment Terms
- Start date: September 2019 (CFO & EVP, Corporate Development) .
- Severance (without cause or for good reason): 9 months salary continuation and health benefit premiums (COBRA-equivalent), subject to release .
- Change-in-control (double trigger; if terminated without cause or resigns for good reason within 30 days prior to or 12 months after a CIC): 12 months salary continuation and health benefit premiums; one-time bonus equal to target bonus; accelerated vesting of outstanding and unvested stock options (subject to release) .
- Clawback: Incentive Compensation Recoupment Policy adopted Nov 2023; applies to current/former executive officers; recoupment for financial restatements tied to noncompliance .
- Insider trading: 10b5-1 plans permitted only when not in possession of MNPI; policy on timing and approvals described .
- Non-compete/non-solicit: “Cause” definition includes breaches of non-compete/non-solicitation; specific durations/scope not disclosed .
Company Performance Context
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 5,000,000* | 1,000,000 | N/A* |
| EBITDA ($) | -59,553,000* | -61,006,000* | -41,997,000* |
| Net Income ($) | -58,388,000 | -59,685,000 | -41,519,000 |
*Values retrieved from S&P Global.
Pay-versus-performance indicators:
| Metric | 2023 | 2024 |
|---|---|---|
| Value of $100 Investment (TSR) | $141.32 | $42.17 |
| Net Income (Loss) ($000s) | (59,685) | (41,519) |
Investment Implications
- Compensation alignment: 2024 equity awards for Hasija are entirely performance-based on FDA approval—clear linkage to value-creation milestone; no vesting without approval by 12/31/2025 . This concentrates pay-at-risk on regulatory success and commercialization readiness.
- Selling pressure: With options deeply underwater and vesting tied to a binary event, near-term insider selling appears limited; however, an approval would trigger PSU vesting at Approval Date and option vesting at 6 and 12 months thereafter, creating defined windows of potential supply .
- Retention and CIC economics: Double-trigger CIC protections (12 months cash/benefits, target bonus, option acceleration) reduce retention risk amid strategic alternatives, but do not grant single-trigger vesting; clawback and anti-hedging/pledging policies strengthen governance .
- Execution risk: Company TSR deterioration in 2024 and ongoing negative EBITDA/net losses highlight a need for milestone-driven execution; Hasija’s prior BD/IB background and financing track record (e.g., RTW royalty and convertible notes, corporate capital structure actions disclosed at the company level) suggest capability to fund commercialization if approval achieved, but payouts remain contingent on regulatory success .