Saundra Pelletier
About Saundra Pelletier
Saundra Pelletier is an independent director of Windtree Therapeutics (WINT), appointed August 13, 2024; she is 55 years old as of October 17, 2025 . She serves as Chief Executive Officer of Evofem Biosciences (since Feb 2015) and interim chair of Evofem’s board (since Nov 2021), and has prior leadership roles as founding CEO of WomanCare Global (2009–2016), Corporate VP & Global Franchise Leader at G.D. Searle, and VP of Pharmaceuticals at Women First Healthcare; she holds a B.S. in Business Administration and an Honorary Doctor of Business Administration from Husson University and has received multiple industry honors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WomanCare Global | Founding Chief Executive Officer | 2009–2016 | Led international non-profit delivering women’s health products in 100+ developing countries |
| G.D. Searle | Corporate Vice President and Global Franchise Leader (Women’s Health) | Not disclosed | Managed women’s healthcare business unit |
| Women First Healthcare | Vice President of Pharmaceuticals | Not disclosed | Senior commercial leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Evofem Biosciences, Inc. | Chief Executive Officer; Interim Chair of the Board | CEO since Feb 2015; Interim Chair since Nov 2021 | Clinical-stage biopharma; external operating role |
| TRACON Pharmaceuticals, Inc. | Director | Since March 2020 | Public biopharma board service |
Board Governance
- Committee assignments: Compensation Committee (Chair: Pelletier); Nominating & Corporate Governance Committee (Member; Chair: Dr. Mark Strobeck); Audit Committee (Member alongside Andrew Kucharchuk and Dr. Strobeck) .
- Independence: The Board determined all non-employee directors, including Ms. Pelletier, are independent under Nasdaq rules; only the CEO (Mr. Latkin) is non-independent .
- Audit oversight: All Audit Committee members are independent; the Board designated Mr. Kucharchuk as the “audit committee financial expert” under SEC rules .
- Board leadership: Roles of Chair and CEO are separated (Chair: Dr. Strobeck effective January 2025) .
- Board terms/composition: Directors are elected annually and serve until the next annual meeting and until successors are elected/qualified .
- Indemnification: Company has indemnification agreements with each director and officer .
- Board effectiveness: The Board and each committee conduct annual self-evaluations .
Fixed Compensation
- Windtree Non-Employee Director Compensation Policy (cash retainers, paid quarterly) :
| Retainer Component | Quarterly Amount (USD) |
|---|---|
| Board Member | $10,000 |
| Additional Board Chair | $6,250 |
| Additional Lead Independent Director | $875 |
| Audit Committee Chair | $3,750 |
| Audit Committee Member | $1,750 |
| Compensation Committee Chair | $2,500 |
| Compensation Committee Member | $1,250 |
| Governance Committee Chair | $1,875 |
| Governance Committee Member | $1,000 |
- 2024 cash paid (partial year service): Ms. Pelletier received $23,372 for 2024 director service (appointed Aug 13, 2024; amounts pro-rated) .
| Director (2024) | Fee Earned or Paid in Cash ($) | Total ($) |
|---|---|---|
| Saundra Pelletier | 23,372 | 23,372 |
Cash fees are paid quarterly and pro-rated for partial quarters; business expenses for Board/committee meetings are reimbursed .
Performance Compensation
- Director equity design: Initial and annual director equity are stock options that vest in three equal annual installments beginning on the first anniversary of grant, subject to continued service .
- Plan governance features (2020 Equity Incentive Plan): No evergreen; minimum one-year vesting (limited exceptions); no repricing of options/SARs without stockholder approval; dividends/equivalents subject to vesting .
- 2024 equity activity context: No RSUs were awarded in 2024 under the plan; as of Dec 31, 2024, only 17 shares remained available for future issuance; outstanding option counts and weighted-average exercise prices disclosed at plan level .
- Director holdings at 12/31/2024: Ms. Pelletier held no RSUs or options as of year-end 2024 (reflecting partial-year appointment) .
| Equity Element | Design/Status | Vesting/Terms |
|---|---|---|
| Initial director grant | Stock options | 1/3 annually over 3 years from 1st anniversary; service-contingent |
| Annual director grant | Stock options | 1/3 annually over 3 years from 1st anniversary; service-contingent |
| Plan governance | No evergreen; 1-year min vesting; no repricing; divs subject to vesting | |
| Ms. Pelletier outstanding (12/31/24) | No RSUs or options | — |
Other Directorships & Interlocks
| Company/Organization | Role | Committee/Chair Roles | Potential Interlocks/Notes |
|---|---|---|---|
| TRACON Pharmaceuticals, Inc. | Director | Not disclosed | Public biopharma; no WINT-related interlocks disclosed in cited materials |
| Evofem Biosciences, Inc. | CEO; Interim Chair | Executive chair role (interim) | External operating role; no WINT related-party ties cited in excerpts |
Expertise & Qualifications
- Public life sciences board experience and CEO leadership, highlighted by current Evofem CEO and TRACON directorship .
- Commercial leadership in women’s health (G.D. Searle; Women First Healthcare) and global non-profit operating experience (WomanCare Global) .
- Education: B.S. Business Administration; Honorary DBA, Husson University .
- Recognitions: UN Foundation “New Champion for Reproductive Health,” Athena San Diego Pinnacle Award (Life Sciences), San Diego Business Journal 2019 Businesswoman of the Year .
Equity Ownership
As of October 17, 2025, Ms. Pelletier beneficially owned “—” shares (less than 1%); beneficial ownership includes options exercisable within 60 days; 33,634,220 shares were outstanding at that date . A prior table (July 23, 2025) also reflected “—” shares and <1% .
| As-of Date | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Oct 17, 2025 | — | <1% (“*”) | Based on 33,634,220 shares outstanding; includes options exercisable within 60 days |
| Jul 23, 2025 | — | <1% (“*”) | Based on 28,658,826 shares outstanding; includes options exercisable within 60 days |
Governance Assessment
-
Positives
- Independent director; chairs Compensation Committee; serves on Audit and Nominating & Governance, indicating high engagement across key oversight areas .
- Audit Committee independence and designation of an “audit committee financial expert” (Kucharchuk) bolster financial oversight .
- Separation of Chair and CEO roles (effective Jan 2025) supports checks and balances .
- Compensation Committee retains an independent consultant (AON) deemed independent under Nasdaq/SEC rules; Board and committees conduct annual self-evaluations .
-
Watch items
- Ownership alignment appears limited: Ms. Pelletier reported “—” shares beneficially owned (<1%) as of mid/late 2025, and no outstanding RSUs/options as of 12/31/2024; alignment may increase if director option grants are made per policy .
- Equity plan capacity constraints drove a 2025 proposal to increase share reserve, signaling potential future director and executive equity grants (dilution consideration for investors) .
Related-party transactions: the Audit Committee reviews related-party transactions, but the cited excerpts do not identify any transactions involving Ms. Pelletier; no specific Pelletier-related items appear in the sections retrieved .
