Leesa Gentry
About Leesa Gentry
Leesa Gentry, age 55, is Chief Clinical Officer (CCO) of RenovoRx, appointed March 1, 2024 after serving as SVP of Clinical Operations since April 2023. She holds an M.A. in psychology (University of Mary Hardin-Baylor), an M.S. in social gerontology and a B.A. in psychology (University of Central Missouri), and brings extensive clinical development and regulatory leadership from Evotec and Otsuka. RNXT’s Compensation Committee paid 100% of 2024 annual bonuses based on company-level goal achievement, and the company described commercial progress and Phase III momentum in 2025 (e.g., ~$400k Q2 device sales and a DMC recommendation to continue the pivotal study), indicating execution milestones during her tenure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RenovoRx | SVP, Clinical Operations | Apr 2023–Feb 2024 | Led clinical operations ahead of promotion to CCO |
| Evotec GmbH | SVP, Clinical Development & Operations | Jan 2019–Feb 2023 | Led global clinical development/operations across programs |
| Otsuka Pharmaceutical Development & Commercialization | Director, Associate Director, Sr. Manager Clinical Mgmt., Program Manager | Nov 2005–Dec 2018 | Progressively senior roles shaping clinical management and programs |
| IQVIA; PPD; Omnicare CR; IBRD‑Rostrum Global | Clinical management positions | 1995–2005 | CRO-side clinical management foundation and execution experience |
External Roles
None disclosed in RNXT filings for Ms. Gentry .
Fixed Compensation
| Metric | 2023 | 2024 | 2025 (current) |
|---|---|---|---|
| Base Salary ($) | — | 339,386 | 411,840 (effective Jan 1, 2025) |
| Other Compensation ($) | — | 14,981 | — |
Notes:
- 2024 salary and other compensation per Summary Compensation Table; 2025 base per employment letter update .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout Mechanism | Vesting/Timing |
|---|---|---|---|---|---|
| Annual Bonus (FY2024) | Not disclosed | 35% of base salary | Company payout factor 100%; Ms. Gentry paid $134,051 | Cash lump sum | Paid after review in Jan 2025 |
| Mid‑Year Financing Bonus (FY2024) | N/A | N/A | $44,176 | Cash | Upon completion of financings |
Performance goals for FY2024 included pre‑commercialization, distribution/business development, catheter supply, lead program milestones, and finance; Compensation Committee determined 100% payout after year-end review .
Equity Awards and Vesting
| Grant Date | Type | Shares/Options | Exercise Price ($) | Vesting Schedule | Expiration |
|---|---|---|---|---|---|
| 6/1/2023 | Stock options | 62,500 total; 26,041 exercisable; 36,459 unexercisable | 2.11 | 25% cliff at 1 year then monthly over 36 months | 5/31/2033 |
| 1/19/2024 | Stock options | 60,159 total; 19,413 exercisable; 40,746 unexercisable (across two tranches) | 1.08 | Monthly over 48 months | 1/18/2034 |
| 3/6/2024 | Stock options | 190,000 total; 35,625 exercisable; 154,375 unexercisable (two tranches) | 1.69 | Monthly over 48 months | 3/5/2034 |
| 4/2025 | Stock options | 26,477 | 0.8448 | Monthly over 48 months | — |
Narrative: Options granted under the 2021 Plan generally vest monthly over 48 months; the 6/1/2023 grant uses 25% cliff then monthly vesting. Equity awards are subject to company equity plan terms; repricing/cancel-regrant requires shareholder approval .
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Total Beneficial Ownership (shares) | 136,706 (options exercisable within 60 days of April 25, 2025) |
| Ownership % of Shares Outstanding | <1% |
| Vested vs Unvested (as of 12/31/2024) | Exercisable: 94,865; Unexercisable: 237,207 |
| Shares Pledged as Collateral | Not disclosed; Insider Trading Policy prohibits hedging transactions |
| Stock Ownership Guidelines | Not disclosed for executives |
| Plan Governance | Equity plan prohibits repricing without shareholder approval; change-in-control treatment per plan and severance agreements |
Interpretation: Monthly vesting schedules imply a steady stream of newly vesting options; near-term exercisable options (136,706 within 60 days of 4/25/2025) could create incremental selling pressure if in-the-money and liquidity needs exist .
Employment Terms
- Amended and Restated Employment Letter (Mar 2024): Appointed CCO; at-will employment; base salary $396,000 (raised 4% to $411,840 effective Jan 1, 2025); target bonus up to 35% of base; 190,000 option grant at $1.69, vesting monthly over 4 years; 2021 Plan terms apply .
- Change-in-Control and Severance Agreement (Mar 2024):
- Outside CIC Period: 0.5x annual base compensation severance; pro‑rata target bonus; up to 6 months COBRA reimbursement .
- During CIC Period (double trigger: termination without cause or for good reason within one year of CIC): 1.0x annual base compensation; up to 12 months COBRA; full vesting acceleration of service‑based equity (performance‑based awards excluded) .
- No tax gross‑ups; 280G “best‑net” cutback applies .
- Clawback Policy: Adopted Sept 7, 2023; recovery of erroneously awarded incentive compensation upon accounting restatement; administered by Compensation Committee .
- Insider Trading Policy: Amended and restated Sept 7, 2023; hedging prohibited for employees, officers, directors .
Compensation Structure Analysis
- Cash vs equity mix (2024): Salary $339,386; cash bonuses $178,227; option grant-date fair value $357,557; total $890,151, reflecting significant equity component alongside cash awards .
- Shift to RSUs vs options: Company disclosures emphasize stock options; RSUs not disclosed for NEOs in 2024 .
- Guaranteed vs at-risk pay: Target bonus 35% (at-risk) with payout tied to corporate performance goals; actual payout 100% based on 2024 goals .
- Repricing/modification: Equity plan disallows repricing or cash exchange for underwater options without shareholder approval (mitigates red flag) .
- Peer benchmarking: Compensation Committee engages independent consultant and uses a peer group to calibrate pay levels; CEO targeted to ~50th percentile in 2025; no executive peer percentile disclosed for Gentry .
Performance & Track Record
- 2024 annual goals achieved at 100%: pre-commercialization, distribution/business development, catheter supply, lead program milestones, finance—resulting in full annual bonus funding .
- 2025 operating context: Commercialization of RenovoCath device led to ~$400,000 Q2 sales; Phase III HIGHAPACT trial’s second interim analysis recommended continuation by DMC; 95 patients randomized and 61 events by 8/12/2025, with enrollment targeted to complete later in 2025/early 2026—indicative of ongoing execution milestones in clinical and commercial domains .
Governance & Shareholder Feedback
- Compensation Committee structure: Independent directors oversee executive pay; nine meetings in FY2024; independent consultant engaged; no conflicts disclosed .
- Say-on-pay results: Not disclosed in 2025 proxy materials reviewed.
- Compensation Peer Group specifics: Not disclosed; Committee notes use of peer group methodology .
Risk Indicators & Red Flags
- Hedging prohibited; pledging not addressed—no pledging disclosure found .
- No tax gross‑ups in CIC/severance agreements (shareholder-friendly) .
- Monthly vesting cadence could create ongoing selling pressure if options are in-the-money; near-term exercisable options of 136,706 within 60 days of 4/25/2025 .
- Equity plan anti‑repricing language reduces risk of option repricing .
- Section 16 compliance: Company states all insider filings timely for 2024 .
Investment Implications
- Alignment: Significant unvested options (~237k as of 12/31/2024) and ongoing monthly vesting tie Gentry’s upside to sustained clinical and commercial execution; hedging prohibition supports alignment .
- Retention and CIC dynamics: Severance of 0.5x base outside CIC and 1.0x base with double-trigger in CIC, plus full service-based vesting acceleration under CIC termination, strikes a balance between retention and shareholder protections (no gross‑ups; 280G cutback) .
- Trading signals: With 136,706 options exercisable within 60 days of 4/25/2025 and regular monthly vesting, monitor Form 4s for potential incremental selling pressure, especially amid price rallies or liquidity events . Full-year 2024 bonus at 100% indicates strong internal performance signals, while 2025 execution markers (commercial sales, Phase III continuation) are supportive but still carry trial outcome risk .
- Pay-for-performance: 2024 payouts tied to specific operational milestones and financed growth; continued vigilance on future bonus goal design and any shift in equity instruments is warranted .