Fady Boctor
About Fady Boctor
Fady Boctor, age 47, is President and Chief Commercial Officer of Petros Pharmaceuticals and has served in this role since 2020; he has over 20 years of pharmaceutical industry experience in marketing, portfolio strategy, sales channel optimization, and product launches, with stated experience “driving significant revenue growth” across men’s health, rare/orphan therapeutics, and substance abuse rescue modalities . He holds a B.A. in International Relations (Hamline University), a Master’s in Diplomacy (Norwich University), and an MBA (University of Manchester) . He is Petros’ Principal Executive Officer signing 10‑K certifications in 2024, evidencing primary accountability for disclosure controls and financial reporting .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Endo International plc | Senior Brand/Marketing Manager | Mar 2010–May 2017 | Led brand and marketing functions; biography notes experience driving revenue growth across therapeutic areas . |
| Adapt Pharma, Inc. | Director of Marketing | May 2017–Mar 2019 | Marketing leadership for substance abuse rescue modalities; growth-focused biography . |
| Metuchen Pharmaceuticals | Vice President of Marketing | Mar 2019–2020 | Advanced portfolio marketing and channel optimization . |
| Petros Pharmaceuticals | President & Chief Commercial Officer | 2020–present | Executive leadership; responsible for commercialization; biography highlights significant revenue growth impact . |
External Roles
| Role/Organization | Status |
|---|---|
| Public company directorships or external board roles | None disclosed in executive officer biographies and filings reviewed . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $350,000 | $332,500 (reflects 10/16/2024 cut from $350,000 to $280,000) |
| Target Bonus (% of Base) | 100% (per Employment Offer Letter) | 100% (per Employment Offer Letter) |
| Actual Bonus Paid ($) | $280,000 | $350,000 |
- On October 16, 2024, his base salary was reduced from $350,000 to $280,000; the offer letter term was amended to end December 31, 2024, and consulting outside Petros was permitted if not conflicting with duties or covenants .
Performance Compensation
| Grant Date | Instrument | Quantity | Price/Fair Value | Vesting | Expiration | Notes |
|---|---|---|---|---|---|---|
| 02/19/2021 | Stock options | 21,567 | $37.40 strike | 50% vested at grant; remaining in equal installments on 1st and 2nd anniversaries | 02/19/2031 | Employment Offer Letter equity grant . |
| 12/21/2023 | Stock award | 49,645 shares | ~$70,000 grant-date value | As granted (stock award) | N/A | One-time grant under 2020 Omnibus Plan . |
| 12/21/2023 | Stock options | 109,066 | $1.41 strike | 50% vested at grant; remaining contingent on achieving strategic goals during 2023–2024 and continued employment | 12/21/2033 | As of 03/30/2025, options covering an aggregate 54,533 shares tied to milestones were waived/forfeited by Mr. Boctor . |
| 2023 | Option awards (fair value) | — | $123,125 (Black‑Scholes) | Per award terms | — | Disclosed in Summary Compensation Table . |
Performance metric disclosure for annual cash bonus: payout based on achievement of corporate financial goals and key strategic/operating objectives set at Compensation Committee discretion; specific metric weighting/targets are not disclosed in filings . For the 12/21/2023 option grant, vesting of the second half is tied to “certain strategic goals during 2023 and 2024” (unquantified) .
Equity Ownership & Alignment
| Beneficial Ownership (Record Date: 02/19/2025) | Shares | % of Class |
|---|---|---|
| Common stock beneficially owned | 125,745 | 1.92% |
Composition detail (as described in footnotes to beneficial ownership table):
- 76,100 shares underlying stock options vested or vesting within 60 days; 450,000 restricted common shares; and 49,645 RSUs vested or vesting within 60 days, attributed to Mr. Boctor’s holdings .
Outstanding equity awards at FY2024 year-end (position-level detail):
| Instrument | Exercisable | Unexercisable | Exercise Price | Expiration |
|---|---|---|---|---|
| Options (grant 02/19/2021) | 21,567 | — | $37.40 | 02/19/2031 |
| Options (grant 12/21/2023) | 54,533 | 54,533 | $1.41 | 12/21/2033 |
- As of 03/30/2025, Mr. Boctor waived/forfeited options covering an aggregate 54,533 shares that were contingent on performance milestones, reducing potential future option-derived share supply from that tranche .
- No pledging or hedging disclosures specific to Mr. Boctor were identified in the reviewed filings; awards are subject to the Company’s Clawback policy adopted November 28, 2023 and Plan-level clawback provisions .
Employment Terms
| Term | Details |
|---|---|
| 01/24/2019 offer letter | Initial base $250,000; $50,000 sign-on bonus; annual bonus target 36% of base; at-will; standard confidentiality/non-compete . |
| 12/11/2020 Bonus Agreement | $125,000 bonus payable 12/15/2020; repayable if not employed on 06/11/2022 unless terminated without Cause or resigned for Good Reason . |
| 02/19/2021 Employment Offer Letter | Base salary $350,000; $250,000 signing bonus (two $125,000 installments, Dec 2020 and after 05/01/2021, subject to employment on payment date and repayable if not employed on 05/01/2022 except for without Cause/Good Reason); annual cash bonus target 100% of base; non-compete/non-solicit during employment and 1 year post-separation . |
| 10/16/2024 Offer Letter Amendment | Permits outside consulting if no conflict; term set to end 12/31/2024; base salary adjusted to $280,000 effective 10/16/2024 . |
| Clawback | Compensation Recovery Policy adopted 11/28/2023 for recovery of erroneously awarded incentive-based compensation for current/former executive officers ; Plan-level clawback allows rescission/return of shares or gains on breach/cause . |
| Change-of-Control (CIC) – 2020 Plan | If awards are not assumed/replaced in a CIC, options/SARs accelerate and restrictions on stock/RSU awards lapse (performance-based awards vest at greater of actual or pro-rated target); if assumed, committee may accelerate upon involuntary termination post-CIC; plan includes 280G excise tax considerations for parachute payments . |
Investment Implications
- Pay-for-performance alignment: Cash bonus target is fully at-risk at 100% of base; actual bonuses paid ($280k in 2023; $350k in 2024) reflect committee discretion tied to corporate goals; equity awards include performance-gated options, with 54,533 performance-contingent options subsequently waived/forfeited, signaling enforcement of performance hurdles .
- Vesting/supply dynamics: Holdings include restricted stock (450,000 shares), RSUs (49,645), and vested/near-vest options (76,100) that can translate into share supply over time; the 2024–2025 forfeiture reduces near-term option-related supply from the performance tranche . Additionally, directors and officers entered Option Waivers delaying option exercises until authorized shares are increased, moderating immediate exercise pressure .
- Retention/transition risk: The 10/16/2024 amendment reduced base salary and ended the offer letter term on 12/31/2024 while permitting outside consulting, indicating renegotiated terms and potential flexibility; he remains President & CCO and Principal Executive Officer signing the March 31, 2025 10‑K .
- Dilution and future equity grants: The Board is seeking stockholder approval to add 1,000,000,000 shares to the 2020 Plan and to increase authorized common shares to 7,000,000,000, which, if approved, expands capacity for substantial future equity grants and potential dilution across the executive team (including Mr. Boctor) .