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Syndax Pharmaceuticals Inc

For the period ended Apr 1, 2025. Filed Apr 1, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 1, 2025 · Filed Apr 1, 2025

SNDX$9.54+1.8%Stored close · as of Nov 6, 2026
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Contents

Compensation Program Governance

The Compensation Committee assesses the effectiveness of our executive compensation program from time to time and reviews risk mitigation and governance matters, which includes maintaining the following best practices:

What We Do
þPay for PerformanceThe majority of total executive compensation is variable and at-risk.
þBalance Short- and Long-Term IncentivesThe allocation of incentives among the annual incentive plan and the long-term incentive plan does not over-emphasize short-term performance at the expense of achieving long-term goals.
þCombination of Balanced Performance MetricsWe use a diverse set of milestone performance metrics in our annual incentive plan to ensure that no single measure affects compensation disproportionately.
þIndependent Compensation ConsultantOur Compensation Committee has engaged an independent compensation consultant to provide information and advice for use in Compensation Committee decision-making.
þPeer DataWe develop a peer group of companies based on industry, development stage, market capitalization, R&D expense and employee headcount to reference for compensation decisions.
þCap Bonus Payments; Fixed Equity GrantsOur annual incentive plan has an upper limit on the amount of cash that may be earned. We grant a fixed number of options.
þClawback PolicyWe adopted a clawback policy to allow us to recover incentive compensation from our executive officers, on a non-fault basis, in the event of an accounting restatement resulting from material noncompliance with financial reporting requirements.
þDouble Trigger Change-in-Control ProvisionsIf there is a change in control, outstanding time-based equity awards will vest only if there is both a change-in-control and termination of employment (a “double trigger”). A change-in-control alone will not trigger vesting.
What We Don’t Do
ýNo Hedging or Pledging of Company SecuritiesWe prohibit officers and non-employee directors from engaging in hedging, pledging or short-sale transactions in Company securities.
ýNo PerksWe do not provide perquisites to executive officers.
ýNo Excise Tax Gross-upsWe do not provide excise tax gross-ups.
ýNo Stock Options Below Fair Market ValueWe do not grant stock options below fair market value.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.