Steven Romano
About Steven Romano
Steven Romano, M.D., age 65, is Executive Vice President and Head of Research & Development at Silence Therapeutics (SLN), serving in the role since April 2023 and promoted to Executive Vice President on July 1, 2024 . He previously served on SLN’s board from July 2019 to March 2023 . Dr. Romano is a board-certified psychiatrist with 28+ years of drug development experience, including executive vice president and chief scientific officer at Mallinckrodt and 16 years at Pfizer culminating as SVP, Head, Global Medicines Development for the Global Innovative Pharmaceuticals business . Education: B.A. (biology and English), Washington University in St. Louis; M.D., University of Missouri-Columbia; psychiatry residency and fellowship at Weill Cornell Medical Center . SLN’s 2024 corporate scorecard achievement was 95%, driven by progress in SLN360 and SLN124 programs and operational execution; executive bonuses were aligned to this outcome .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Silence Therapeutics | Non-Executive Director | Jul 2019–Mar 2023 | Governance and R&D oversight prior to joining management |
| Mallinckrodt plc | Executive Vice President & Chief Scientific Officer | Not disclosed (most recent prior role) | Led R&D, regulatory, safety sciences, medical affairs |
| Pfizer, Inc. | SVP, Head, Global Medicines Development (Global Innovative Pharmaceuticals) | 16 years at Pfizer | Senior R&D and medical leadership; advanced global development programs |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| National Pharmaceuticals Council | Chairman | Not disclosed | Health policy research leadership |
| International Society for CNS Clinical Trials and Methodology | Past President | Not disclosed | Led independent organization focused on CNS therapeutic development |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $322,500 | $465,750 |
| All Other Compensation ($) | $3,696 | $8,334 |
- 2024 base salary at start of year: $451,500; increased to $480,000 effective July 1, 2024 upon promotion to EVP .
- Target bonus percent: 40% for 2024 initially; increased to 45% for second half of 2024 after EVP promotion .
Performance Compensation
Annual Bonus Structure, Metrics, and Outcomes
| Metric | Weight (%) | 2024 Achievement (%) | Weighted Achievement (%) |
|---|---|---|---|
| SLN360: Milestone Delivery | 20.0 | 97.5 | 19.5 |
| SLN124: Milestone Delivery | 20.0 | 105.0 | 21.0 |
| Manufacturing Processes | 15.0 | 100.0 | 15.0 |
| New Business Development Deals | 10.0 | 50.0 | 5.0 |
| Candidate Selection | 10.0 | 95.0 | 9.5 |
| Compliance and Quality | 7.5 | 100.0 | 7.5 |
| Operational/Financial Targets | 17.5 | 100.0 | 17.5 |
| Total | 100.0 | 95.0 | 95.0 |
- Committee determined corporate scorecard achievement of 95% for 2024; bonuses aligned to this outcome .
- 2025 bonus scorecard approved: Partnering & capital management 30%; clinical milestones 30%; platform 15%; manufacturing/compliance/quality 15%; corporate execution 10% .
Annual Bonus – Target and Actual
| Component | 2023 | 2024 |
|---|---|---|
| Target Bonus % of Salary | Not disclosed | 40% initially; 45% for H2 2024 |
| Target Bonus ($) | Not disclosed | $198,300 (plan-based award target) |
| Actual Bonus Paid ($) (Non-Equity Incentive) | $193,500 | $188,385 |
- Bonuses are discretionary, tied wholly to corporate goals; Committee can override formulaic outcomes and applies clawback for erroneous compensation due to accounting restatements under U.S. securities laws .
Equity Awards (Options)
| Grant Date | Shares (#) | Exercise Price ($) | Grant-Date Fair Value ($) | Expiration | Vesting |
|---|---|---|---|---|---|
| 1/4/2024 | 75,000 | 17.71 | 929,824 | 1/4/2034 | 25% at 1-year; remainder monthly over 36 months |
| 10/1/2023 | 106,250 (unexercisable as of 12/31/24) | 9.82 | Not disclosed | 10/1/2033 | 48 equal monthly installments |
| 9/14/2023 | 9,333 (unexercisable as of 12/31/24) | 15.38 | Not disclosed | 9/14/2033 | 36 equal monthly installments |
| 4/1/2023 | 58,333 (unexercisable as of 12/31/24) | 6.20 | Not disclosed | 4/1/2033 | 25% at 1-year; remainder monthly over 36 months |
| 1/6/2022 | 444 (unexercisable as of 12/31/24) | 23.60 | Not disclosed | 1/6/2032 | 36 equal monthly installments |
- Equity program uses share options under the 2023 Equity Incentive Plan; options are viewed as inherently performance-based, delivering value only if share price appreciates above grant price .
- No options were exercised and no stock awards vested for named executive officers during 2024 .
Equity Ownership & Alignment
| Ownership Type | Amount | Percent of Outstanding |
|---|---|---|
| Beneficial Ownership – Ordinary Shares | 497,034 | Less than 1% |
- Beneficial ownership percentages based on 141,690,850 ordinary shares outstanding as of March 31, 2025; includes options exercisable within 60 days .
- Directors encouraged to build meaningful shareholdings; no formal director shareholding requirements applied during 2024 (policy disclosure pertains to directors) .
Outstanding Options (Position Detail at 12/31/2024)
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 1/6/2022 | 15,556 | 444 | 23.60 | 1/6/2032 |
| 4/1/2023 | 41,667 | 58,333 | 6.20 | 4/1/2033 |
| 9/14/2023 | 6,667 | 9,333 | 15.38 | 9/14/2033 |
| 10/1/2023 | 43,750 | 106,250 | 9.82 | 10/1/2033 |
| 1/4/2024 | — | 75,000 | 17.71 | 1/4/2034 |
- As of 12/31/2024, CIC acceleration value for Dr. Romano’s in-the-money options was $39,666, calculated using $6.88 share price at 12/31/2024 (only options with strike below $6.88 have intrinsic value) .
Employment Terms
| Item | Detail |
|---|---|
| Employment start date | April 1, 2023; appointed Head of R&D |
| Promotion | Promoted to Executive Vice President, Chief Research & Development Officer on July 1, 2024 |
| Severance (termination without cause/good reason) | $355,250 cash; no equity acceleration; no continuation of insurance coverage |
| Severance (termination without cause/good reason in connection with CIC) | $710,500 cash; $39,666 accelerated vesting value; no continuation of insurance coverage |
| Clawback | Compensation subject to clawback for erroneous awards due to accounting restatements under U.S. securities laws |
Notes: The severance table amounts reflect employment agreements and scenario assumptions as of December 31, 2024; CIC benefits shown apply upon qualifying termination in connection with a change-in-control (i.e., termination plus CIC) .
Investment Implications
- Pay-for-performance alignment: Romano’s cash bonus is tied 100% to corporate scorecard outcomes with detailed operational and clinical metrics; 2024 achievement was 95%, and his actual bonus was $188,385 versus a $198,300 target, consistent with disciplined bonus calibration .
- Equity-heavy incentives with multi-year vesting: Options vest over 3–4 years, promoting retention and long-term value creation; only the 6.20 strike grant was in-the-money at 12/31/2024 ($6.88), limiting near-term exercise-driven selling pressure unless shares appreciate materially above higher strikes (9.82–23.60) .
- Severance/CIC economics suggest retention but limited windfall: CIC severance for Romano is $710,500 cash plus modest accelerated option value ($39,666), implying double-trigger acceleration and non-excessive change-of-control payouts relative to base salary history .
- Ownership alignment: Beneficial ownership is <1% with meaningful option holdings; no exercises in 2024 indicates low recent insider selling activity, though vesting in 2025–2027 could increase potential liquidity events depending on share price trajectory .
- Execution track record: Background spanning Pfizer and Mallinckrodt and SLN’s clinical progress in 2024 (SLN360 regulatory feedback; SLN124 Phase 1 interim and Phase 2 initiation) support capability to deliver R&D milestones that drive compensation outcomes and value creation potential .