Scott Sukenick
About Scott Sukenick
Scott Sukenick, 47, is Chief Legal Officer (since May 2023) and has served as General Counsel since November 2017, overseeing life sciences litigation, strategic IP management, and corporate legal matters. He holds a B.S. in Biology and a B.A. in Chemistry from Duke University and a J.D. from Harvard University; he is a registered patent attorney . In 2024, SCYNEXIS’ corporate performance goals were achieved at 93% of target with individual performance at 103% for non-CEO NEOs, driving his annual bonus outcome; equity incentives emphasize multi-year vesting to align with shareholders .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Simpson Thacher & Bartlett LLP | Associate (complex commercial litigation and IP transactional matters) | 2006–2010 | Built foundation in complex disputes and IP transactions relevant to pharma and devices |
| Patterson Belknap Webb & Tyler LLP | Associate (patent litigation for pharma/medical device companies) | 2010–2012 | Led/managed patent cases supporting regulatory and commercialization pathways |
| Cooley LLP | Attorney (life sciences litigation and strategic IP management) | 2012–2017 | Developed deep life sciences IP strategy expertise applicable to SCYNEXIS pipeline |
External Roles
No public company directorships or external board roles disclosed for Mr. Sukenick .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary ($) | $423,333 | $442,267 |
| Target bonus (%) | 40% | 40% |
| Actual bonus paid ($) | $153,100 | $169,146 |
| Stock awards ($) | $313,000 | $267,236 |
| Option awards ($) | — | $287,131 |
| All other compensation ($) | $47,264 | $10,350 |
| Total compensation ($) | $936,697 | $1,176,130 |
Additional current salary reference: Employment agreement increased base to $445,120 for 2024 and $462,925 for 2025 .
Performance Compensation
Annual Bonus Mechanics and Outcomes
| Year | Target Bonus (%) | Weighting (Corporate/Individual) | Corporate Performance | Individual Performance | Payout ($) | Notes |
|---|---|---|---|---|---|---|
| 2023 | 40% | 80% / 20% | Not disclosed | Not disclosed | $153,100 | Goals included R&D, finance, and BD objectives |
| 2024 | 40% | 80% / 20% | 93% of target | 103% of target | $169,146 | Goals tied to R&D and other milestones |
Equity Awards Granted (2024 Annual Cycle)
| Grant Date | Instrument | Shares | Strike | Vesting | Comments |
|---|---|---|---|---|---|
| Jan 26, 2024 | RSUs | 143,675 | N/A | 1/3 per year over 3 years | Annual grant aligned with retention and performance |
| Jan 26, 2024 | Options | 215,515 | $1.86 | 2.08% monthly over 48 months | FMV at grant; monthly vest supports retention |
Outstanding Equity Awards (Vesting Schedules and Values)
As of Dec 31, 2024 (year-end close price $1.21) :
- RSUs: 66,666 (MV $80,667) vest 1/3 annually; 33,333 (MV $40,333) vest 1/3 annually; 143,675 (MV $173,847) vest 1/3 annually .
- PSUs: 100,000 (payout value $121,000) vest upon clinical/regulatory milestones by specific dates .
| Instrument | Units | Market/Payout Value ($) | Vesting Terms |
|---|---|---|---|
| RSUs | 66,666 | $80,667 | One third per year on anniversaries |
| RSUs | 33,333 | $40,333 | One third per year on anniversaries |
| RSUs | 143,675 | $173,847 | One third per year from Feb 15, 2024 |
| PSUs | 100,000 | $121,000 | Milestone-based (clinical/regulatory by dates) |
Comparative as of Dec 31, 2023:
- RSUs: 20,350 (MV $45,381) .
- PSUs: 100,000 (MV $223,000); 50,000 (MV $111,500); 100,000 (MV $223,000) .
| Instrument | 2023 Units | 2023 Value ($) | Notes |
|---|---|---|---|
| RSUs | 20,350 | $45,381 | Year-end price basis; vesting 1/3 annually |
| PSUs | 100,000 | $223,000 | Milestone-based |
| PSUs | 50,000 | $111,500 | Milestone-based |
| PSUs | 100,000 | $223,000 | Milestone-based |
Equity Ownership & Alignment
| Metric (as of Mar 31, 2025) | Value |
|---|---|
| Shares beneficially owned | 434,199 (1.11% of outstanding) |
| Shares acquirable within 60 days (options/warrants) | 248,453 |
| Total shares outstanding basis | 39,020,274 |
Hedging/Pledging policy: Company policy prohibits hedging transactions, short sales, derivatives on SCYNEXIS securities, margin accounts, and pledging of company stock at any time .
Stock ownership guidelines: Not disclosed in proxy materials for executives .
Options Detail (As of Dec 31, 2024)
| Strike | Expiration | Exercisable | Unexercisable | Vesting Note |
|---|---|---|---|---|
| $17.50 | 11/15/2027 | 16,000 | — | Historical grant |
| $16.90 | 2/9/2028 | 1,500 | — | Historical grant |
| $13.80 | 2/15/2029 | 10,000 | — | Historical grant |
| $8.63 | 1/30/2030 | 25,000 | — | Historical grant |
| $7.47 | 1/28/2031 | 39,166 | 834 | 2.08% monthly over 48 months |
| $4.60 | 2/3/2032 | 49,583 | 20,417 | 2.08% monthly over 48 months |
| $1.86 | 1/25/2034 | 44,898 | 170,617 | 2.08% monthly over 48 months |
Employment Terms
- At-will employment; initial agreement dated November 2017 (as General Counsel), with later compensation updates to $445,120 (2024) and $462,925 (2025); eligible for annual performance bonus up to 40% of base salary and equity awards .
- Severance (no change in control): six months of base salary paid over six months; option vesting/exercisability and other stock award repurchase rights lapse as if continued employment for additional six months; company-paid portion of COBRA for up to six months (or earlier upon new coverage or Medicare) .
- Severance (within 12 months following change in control): twelve months of base salary paid over 12 months; full acceleration of all options and lapse of repurchase rights on stock awards; company-paid portion of COBRA for up to 12 months (or earlier upon new coverage or Medicare) .
- Non-compete/confidentiality/invention assignment agreements incorporated by reference in employment agreement .
- Equity plan governance: No single-trigger accelerated vesting on change in control in the 2024 Plan; repricing of options/SARs prohibited without stockholder approval; no dividends/equivalents on unvested awards; no discounted options; share recycling prohibited .
Compensation Committee Analysis
- Committee membership and independence: Armando Anido, Steven C. Gilman, Ph.D., and Guy Macdonald; responsibilities include setting executive comp, administering equity plans, and annual charter review .
- Advisor: Pearl Meyer engaged as independent compensation consultant to benchmark senior executive compensation, develop equity grant value methodology, review director compensation, and equity guidelines; engagement and independence factors evaluated per SEC/Nasdaq .
Investment Implications
- Pay-for-performance alignment: 2024 bonus outcomes tied to corporate goal achievement (93%) and individual performance (103%), with equity grants featuring multi-year vesting; PSUs contingent on clinical/regulatory milestones signal alignment with development execution .
- Retention and selling pressure: Multi-year RSU vesting (one-third annually) and monthly option vesting over 48 months create ongoing retention hooks; older higher-strike options remain outstanding, likely limiting near-term in-the-money realizations versus more recent $1.86 grants .
- Governance risk mitigants: Prohibitions on hedging and pledging reduce misalignment risk; no single-trigger vesting in the omnibus plan; repricing barred without shareholder approval .
- Severance structure: Double-trigger change-of-control protections with 12 months base for Mr. Sukenick and full acceleration upon qualifying termination support retention but are moderate by biotech norms (no salary+bonus multiples disclosed) .
- Ownership: 1.11% beneficial ownership with 248,453 acquirable within 60 days indicates meaningful exposure; continued vesting may increase alignment, while policy restrictions moderate speculative activity .