Justin Chakma
About Justin Chakma
Justin Chakma is Chief Business Officer at ARS Pharmaceuticals (SPRY), serving since June 2019. He is 36 years old, holds an MBA from Wharton and bachelor’s degrees in neuroscience and economics from the University of Toronto . His remit spans business development and strategy, leveraging prior roles across leading biotech and pharma platforms . Company-level TSR, revenue, and EBITDA growth metrics tied specifically to his tenure are not disclosed in the proxy and should be evaluated via market data and filings separately.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ARS Pharmaceuticals | Chief Business Officer | 2019–present | Leads BD/strategy; supports corporate partnering and growth initiatives |
| Vedanta Biosciences | VP, Head of Business Development & Strategy | 2018–2019 | Led BD/strategy for microbiome medicines |
| Celgene | Senior Director, Business Development | 2015–2018 | Corporate/business development leadership at large-cap biopharma |
| Receptos | Business Development/Financing/Investments | Not specified | BD and investment activities before Celgene acquisition |
| Auspex Pharmaceuticals | Business Development/Financing/Investments | Not specified | BD and investment activities prior to Teva acquisition |
| Thomas, McNerney & Partners | Venture Capital/Investments | Not specified | Venture investing exposure supporting deal execution |
External Roles
| Organization | Role | Terms | Economics (if disclosed) |
|---|---|---|---|
| Marlinspike Group, LLC | Consultant | Agreement auto-renews monthly; terminable on 14 days’ notice | Company paid $240,000 in 2024; $60,000 in Q1’25 under firm agreement (monthly $20,000 fee to Marlinspike) |
Note: Marlinspike is led by SPRY’s Board Chair (Pratik Shah); the consulting arrangement constitutes a related-party transaction, and Chakma is identified as a consultant of Marlinspike .
Fixed Compensation
- Specific base salary, target bonus %, and cash compensation for Chakma are not disclosed (proxy reports NEOs only; Chakma is not a Named Executive Officer) .
- Company-wide policy sets executive compensation via base salary, annual cash incentive, and long-term equity awards, informed by a Radford/Aon peer analysis targeted around the 50th percentile, with deviations based on experience and performance .
Performance Compensation
| Component | Metric | Target/Weighting | Actual/Payout | Notes |
|---|---|---|---|---|
| Annual Cash Bonus (Company-wide framework) | R&D, clinical, regulatory milestones | Not specified for Chakma | 2024 bonuses awarded at 130% achievement for CEO/CMO/COO examples; Chakma’s payout not disclosed | Executive bonuses are tied to corporate milestones and assessed holistically by the Board/Comp Committee |
- Equity awards are primarily stock options at fair market value, vesting over four years (25% at year one, then monthly), aligning incentives to stock appreciation; acceleration provisions apply under certain termination or change-in-control scenarios .
Equity Ownership & Alignment
- Hedging and pledging are prohibited for officers, directors, employees, and consultants—short sales, option transactions, hedging, and pledging/margining of company stock are not allowed .
- Stock ownership guidelines for executives are not disclosed in the proxy.
| Group Ownership (incl. Chakma among “other current executive officers”) | As of 3/31/2024 | As of 3/31/2025 |
|---|---|---|
| Shares owned by “other current executive officers” (aggregate) | 253,987 | 252,332 |
| Shares acquirable within 60 days via options (aggregate) | 2,785,695 | 2,541,870 |
| Unvested but exercisable options (subset, aggregate) | 68,945 (Dr. Shah example shown; aggregate not specified) | 308,035 (aggregate for other execs) |
Individual ownership for Chakma is not separately itemized in the proxy; he is included within the “other current executive officers” aggregate .
Employment Terms
- Employment agreement terms for Chakma are not individually disclosed; however, he is covered by the ARS Pharmaceuticals Change in Control and Severance Benefit Plan (Severance Plan) as an executive officer .
| Scenario | Cash Severance | Bonus Treatment | Benefits | Equity Treatment |
|---|---|---|---|---|
| Change-in-control termination (other executive officers) | Lump sum equal to 18 months base salary | 150% of target bonus + prorated target bonus for year of termination | Up to 18 months continued group health benefits | Accelerated vesting of all outstanding stock options and stock awards |
| Termination outside change-in-control period (other executive officers) | Continued base salary for 9 months | Not specified | Up to 9 months continued group health benefits | No plan-level acceleration disclosed outside CIC period |
- Clawback policy: Incentive Compensation Recoupment Policy applies to cash and equity incentive compensation received on or after Oct 2, 2023 in event of accounting restatements, consistent with SEC/Nasdaq rules .
Investment Implications
- Alignment: Equity-heavy incentives with option-based awards and strict prohibitions on hedging/pledging underpin alignment with shareholders; CIC terms for executives (including Chakma) provide full equity acceleration and significant cash multiples, which can influence retention and deal posture in M&A scenarios .
- Retention and selling pressure: Four-year vesting with annual refresh historically suggests ongoing unvested equity exposure; however, aggregate executive option overhang is material, and full acceleration under CIC could create event-driven supply dynamics post-deal close .
- Governance risk flags: Related-party consulting with Marlinspike (Board Chair’s entity) where Chakma is a consultant warrants monitoring for potential conflicts and optics, though the company has a related-party transaction policy and board oversight process in place .
- Pay-for-performance transparency: Chakma’s individual compensation metrics and payouts are not disclosed (non-NEO), limiting direct pay-for-performance analysis; investors should triangulate his influence via BD outcomes and external disclosures (transactions, partnerships) and monitor Section 16 filings for ownership changes as available .