Sandra Alves
About Sandra Alves
Sandra Alves, age 46, is Senior Vice President and Chief Accounting Officer (principal accounting officer) at Repare Therapeutics, promoted from Vice President, Finance and Corporate Controller in April 2025. She holds a B.Com. in accounting from Concordia University and is a Certified Public Accountant . During her tenure, the company pursued a strategic re-prioritization and workforce reduction, while shareholders approved say‑on‑pay with >99.9% support for 2023 compensation, and pay-versus-performance disclosures show negative TSR and continuing net losses typical of a clinical-stage biotech . She was designated a Named Proxy for the 2025 annual meeting, reflecting governance trust in her role .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Repare Therapeutics | VP, Finance & Corporate Controller | Mar 2020–Apr 2025 | Led controllership through IPO/post-IPO period and financing activities; promoted to CAO amid leadership transition |
| Clementia Pharmaceuticals | Controller | May 2013–Jan 2020 | Supported finance during company acquisition by Ipsen S.A. |
| Thallion Pharmaceuticals | Controller | Jun 2007–Apr 2013 | Controller through acquisition by Bellus Health |
External Roles
No public external directorships or committee roles disclosed for Sandra Alves .
Fixed Compensation
| Component | 2025 | Notes |
|---|---|---|
| Base Salary | CA$350,000 | Increased upon appointment to CAO |
| Annual Cash Bonus Target | Not disclosed | Company generally sets targets by role; NEOs referenced, but CAO target not specified |
Performance Compensation
| Instrument | Grant Size | Terms | Vesting | Metric Linkage |
|---|---|---|---|---|
| Stock Options | 24,500 common shares | Exercise price at Fair Market Value on grant date under 2020 Plan | Not specified for CAO; company options typically vest over 4 years; 10-year term (context) | No CAO-specific performance conditions disclosed |
| RSUs | 4,100 common shares | Under 2020 Plan | Not specified for CAO; company RSUs typically vest in equal annual installments over 3 years (context) | No CAO-specific performance conditions disclosed |
Notes:
- Company practice: executive options granted at or above fair market value; RSUs used for retention and are less dilutive .
- 2024/2025 performance metrics used for NEO cash bonuses include corporate goal achievement/individual performance weightings; CAO’s specific metrics/weights are not disclosed .
Equity Ownership & Alignment
- Beneficial ownership for Sandra Alves is not listed in the 2025 proxy’s security ownership table (table includes NEOs and directors) .
- Anti-hedging and anti-pledging policy prohibits hedging, short sales, derivatives trading, margin purchases, and pledging of company shares—reducing misalignment risk .
- Stock ownership guidelines for executives are not disclosed; director equity programs are disclosed separately .
Employment Terms
| Provision | Disclosed Terms | Source |
|---|---|---|
| Appointment | Appointed SVP, Chief Accounting Officer and principal accounting officer on Mar 31, 2025 (effective immediately) | 8-K (Item 5.02) |
| Indemnification | Company standard form indemnification agreement to be entered into with Ms. Alves | 8-K (Item 5.02) |
| Severance | Not disclosed for CAO | — |
| Change-of-Control | Not disclosed for CAO | — |
| Clawback | Company-wide incentive compensation recoupment policy compliant with SEC/Nasdaq; applies to incentive comp tied to financial measures incl. stock price/TSR, 3-year lookback | DEF 14A |
| Anti-Hedging/Pledging | Hedging/derivative trading/shorting/margin purchases/pledging prohibited | DEF 14A |
Company Performance Context (Pay vs Performance and Operations)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Value of initial $100 investment (TSR) | $42.89 | $21.98 | $3.82 |
| Net Loss (USD, thousands) | $(29,047) | $(93,796) | $(84,689) |
Operational context:
- 2025 strategic reprioritization: resource re-alignment and ~75% workforce reduction; plan to reduce to <30 employees by Q4 2025 .
- Focus on advancing three Phase 1 trials; exploring strategic alternatives/partnerships .
- Say‑on‑pay (2024 meeting for 2023 comp): approved by over 99.9% .
- Compensation peer group (2024): 22 biopharma peers including IDEAYA, Bicycle Therapeutics, Sutro Biopharma, Zentalis, etc. .
Board Governance
- Sandra Alves served as a Named Proxy (alongside CEO Steve Forte) for the 2025 Annual Meeting proxy card, authorizing them to vote shares per instructions—an operational governance role, not a board seat .
- Current board committees and independence status are disclosed; Alves is an executive officer, not a director .
Compensation Structure Analysis
- Shift toward retention-focused equity for executives (RSUs/options) amid restructuring; RSUs viewed as less dilutive and maintain value even when share price declines—supporting retention in a depressed TSR environment .
- No CAO-specific performance bonus metrics/percent disclosed; NEO cash bonuses used discretionary corporate/individual performance weightings (70% corporate achievement for 2024 as example for NEOs) .
- Clawback and strict anti-hedging/pledging policies strengthen alignment and risk governance .
Risk Indicators & Red Flags
- Hedging/pledging prohibited (mitigates misalignment risk) .
- No related-party transactions involving Alves disclosed; indemnification standard for officers .
- Company TSR negative in FY 2024 and cumulative declines—heightened retention and morale risks; equity awards may be underwater for options granted at higher prices .
- Major leadership transitions in 2025 and workforce reduction—execution risk during clinical program advancement .
Say‑on‑Pay & Shareholder Feedback
| Year/Item | Outcome |
|---|---|
| 2024 meeting (advisory approval of 2023 NEO compensation) | >99.9% approval |
Peer group targeting: Company targets market median total cash; peer group maintained with annual refresh against size/sector criteria .
Expertise & Qualifications
- Technical: CPA; senior controllership and accounting leadership across public/transaction-heavy biopharma (Clementia acquisition by Ipsen; Thallion acquisition by Bellus Health) .
- Governance: Named Proxy designation for annual meeting operational voting .
- Tenure: With Repare since March 2020; CAO since April 2025 .
Work History & Career Trajectory
- Progression from controller roles at Thallion and Clementia to VP, Corporate Controller at Repare (2020), then promotion to CAO (2025) .
- Transaction exposure and public company finance experience supports internal control and reporting in a cross-border, dual‑jurisdiction environment .
Equity Ownership & Trading Signals (Insider)
- Beneficial ownership for Alves not disclosed in the proxy’s ownership table; no Form 4 trading data provided in reviewed documents—monitor future insider filings for signal on selling pressure .
Investment Implications
- Alignment: CAO equity grants (options/RSUs) and company-wide clawback and anti‑hedging/pledging policies create structural alignment; however, lack of disclosed CAO bonus targets limits pay‑for‑performance transparency .
- Retention risk: Restructuring to <30 employees and leadership transitions raise execution risk; CAO promotion and grants are retention levers—watch for subsequent inducement grants or amendments .
- Trading signals: Absence of disclosed pledging/hedging and no insider selling data available in filings reduces immediate red flags; monitor Form 3/4 for Alves post‑appointment and any equity vesting schedules once filed .
- Governance: Named Proxy status indicates operational trust; robust say‑on‑pay support and established peer benchmarking reduce compensation inflation risk, but weak TSR and ongoing losses may continue to compress equity-based incentives’ realized value near term .