Laurie Smaldone Alsup
Theravance BiopharmaAbout Laurie Smaldone Alsup
Laurie Smaldone Alsup, M.D., age 71, has served as an independent director of Theravance Biopharma (TBPH) since February 2018 (board tenure 7 years as of 2025; year joined 2018). She is SVP, Regulatory Science at SSI Strategy (since August 2023, following NDA Group’s merger with SSI), and previously held senior regulatory and clinical roles at NDA Group, PharmApprove, Bristol Myers Squibb, and Phytomedics. She holds a B.A. in Biology from Fordham College and an M.D. from Yale University School of Medicine, with residency in Internal Medicine and fellowship in Medical Oncology .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SSI Strategy | SVP, Regulatory Science | Aug 2023–present | Regulatory and product development leadership |
| NDA Group | Chief Medical & Chief Scientific Officer | Mar 2019–Aug 2023 | Led regulatory/product development programs |
| NDA Group | Chief Operating Officer & Chief Scientific Officer | Mar 2016–Mar 2019 | Operational and scientific leadership |
| PharmApprove (Taft Communications) | President & Chief Scientific Officer | Aug 2011–Mar 2016 | Regulatory communications leadership |
| Bristol Myers Squibb | SVP Global Regulatory Science; VP Corporate Strategy & Business Risk; VP Infectious Diseases Clinical Research | Not disclosed | Led development/commercialization across multiple therapeutic areas |
| Phytomedics, Inc. | President & CEO | Not disclosed | Early-stage company leadership in arthritis/inflammation |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| Arvinas, Inc. | Director | Nov 2019–present | Biotechnology; current public board |
| Pardes Bioscience | Director | 2022–Aug 2023 | Prior public board |
| Kinnate Biopharma, Inc. | Director | Aug 2020–Apr 2024 (sale) | Prior public board; tenure ended upon sale |
| BlackBerry Ltd. | Director | Jun 2015–Jun 2024 | Technology; prior public board |
Board Governance
- Committee assignments: Member, Nominating/Corporate Governance Committee; independent under Nasdaq; service since October 2019. The committee held 4 meetings in 2024 (Chair: Dr. Pakianathan; members: Alsup, Kelly) and 11 meetings in 2023 (members: Malkiel, Pakianathan, Alsup, Kelly) .
- Attendance and engagement: The board met 11 times in 2024; no director attended fewer than 75% of board and committee meetings, and all directors attended the 2024 Annual Meeting. In 2023, the board met 20 times with the same attendance disclosure and full AGM attendance .
- Independence: Non-employee; committee disclosure confirms independence under Nasdaq .
- Tenure: 7 years; Year joined: 2018 (board table) .
- Multiple board seat limits: TBPH guidelines limit directors to four public boards (two if CEO), including TBPH, without committee consent; all directors currently meet these requirements .
Fixed Compensation
| Metric | 2024 Value ($) |
|---|---|
| Fees Earned or Paid in Cash | 69,500 |
- Cash fee structure highlights: 2023 program set annual cash retainer at $50,000; Nominating/Corporate Governance committee member fee $5,000; additional $1,500 per in-person board meeting held outside the U.S. (paid quarterly; pro-rated for partial service) . In 2024/2025, program retained committee fees and added Strategic Review committee (Chair: $20,000; Member: $10,000) and updated Chairperson retainer to $35,000 effective October 2024; Lead Independent Director fee was $25,000 until October 2024 .
Performance Compensation
| Equity Award Component | 2024 Grant Value | Vesting | Change-in-Control Terms | Other Key Terms |
|---|---|---|---|---|
| RSUs (annual) | $99,996 | Vest in full on earlier of 1-year anniversary or next AGM (continued service required) | Full vesting upon change in control, death or disability | RSUs settled in shares at vesting; include cash dividend equivalents if cash dividends are paid |
| Options (annual) | $124,833 (Black-Scholes) | Vest monthly over earlier of one year or next AGM | Full vesting upon change in control, death or disability | Exercise price = FMV on grant date; up to 10-year term; post-service exercisable for 3 years (except for cause) |
- Performance metrics tied to director equity: None disclosed; director equity awards are automatic/non-discretionary per program and not tied to TSR/financial targets .
Other Directorships & Interlocks
| Company | Role | Interlock/Committee Details |
|---|---|---|
| Arvinas, Inc. | Director | No TBPH compensation committee interlock disclosed; TBPH compensation committee members are Broshy, Grant, Mitchell, O’Connor |
| Pardes Bioscience | Director (past) | Prior public board; no TBPH compensation interlock disclosed |
| Kinnate Biopharma, Inc. | Director (past) | Prior public board; tenure ended upon sale |
| BlackBerry Ltd. | Director (past) | Prior public board; tenure ended June 2024 |
- TBPH explicitly discloses no compensation committee interlocks with TBPH executives in 2024 and 2023 .
- TBPH’s Nominating/Corporate Governance Committee evaluates director relationships with customers and suppliers in its nomination process .
Expertise & Qualifications
- Extensive regulatory and clinical leadership across oncology, HIV/infectious disease, neurology, metabolic, and rare genetic disorders; senior management across multiple companies; board concluded these qualifications support her continued service .
- Education: B.A. Biology (Fordham); M.D. (Yale); Internal Medicine residency; Medical Oncology fellowship .
Equity Ownership
| Ownership Item | Amount | As-of Date/Notes |
|---|---|---|
| Beneficial ownership (shares) | 137,664 | Percent marked “*” (below 1%); proxy group total (14 persons): 3,442,813 shares, 6.9% |
| Outstanding options | 111,120 | As of Dec 31, 2024 |
| Unvested RSUs | 10,537 | As of Dec 31, 2024 (applies to “remaining directors” including Dr. Smaldone Alsup) |
| Ownership guidelines | 5× annual base cash retainer after 5 years of service; all non-employee directors are in compliance except those without sufficient tenure (she has >5 years) | |
| Hedging/derivatives policy | Prohibits directors/officers/employees and related persons from exchange-traded options and hedging/monetization transactions; company has not approved and does not intend to approve hedging transactions |
Governance Assessment
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Independence and committee effectiveness: Independent non-employee director with long-standing service on Nominating/Corporate Governance since October 2019; committee actively met (11 times in 2023; four times in 2024) and oversees board composition, performance evaluations, and governance practices including corporate responsibility .
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Attendance signal: Board met 11 times in 2024; disclosure states no director fell below the 75% attendance threshold and all directors attended the 2024 AGM—supportive of engagement .
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Alignment and incentives: Director equity program provides annual RSUs and options with standard vesting and change-in-control acceleration; combined with ownership guidelines (5× cash retainer) and prohibition on hedging supports alignment, though director equity is not performance-based (no TSR/financial metrics) .
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External commitments: Multiple public boards historically; TBPH’s quantitative limits (≤4 public boards, including TBPH) and ongoing qualitative review mitigate overboarding risks; all directors currently meet the policy .
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Related-party risk controls: TBPH requires audit committee or independent director review/approval of related-person transactions >$120,000 and highlights audit committee oversight of significant related party transactions; no director interlocks with TBPH executives disclosed for compensation committee .
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RED FLAGS: None disclosed specific to Dr. Smaldone Alsup in the 2024–2025 proxies. Notable features include standard change-in-control acceleration on director equity (common but can be scrutinized by some investors) and significant concurrent external board service historically—mitigated by TBPH’s overboarding policy and independence confirmations .