Fiscal year 2025 executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
This is the complete answer, not a partial one — the list is never padded.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Angelos Stergiou | $676,000 | $0 | $477,107 | $327,695 | $390,390 | $0 | $6,618 | $1,877,810 |
| President and Chief Executive Officer | ||||||||
| Dragan Cicic | 451,234 | 0 | 185,071 | 143,990 | 193,128 | 0 | 18,372 | 991,795 |
| Senior Vice President, Chief Development Officer | ||||||||
| John Burns | 429,605 | 0 | 185,071 | 143,990 | 185,589 | 0 | 15,398 | 959,653 |
| Senior Vice President, Chief Financial Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Angelos Stergiou | $1,877,810 | — | — | — |
| Dragan Cicic | 991,795 | — | — | — |
| John Burns | 959,653 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Dragan Cicic | Option | 33,854 | 0.52 | — |
| Angelos Stergiou | RSU | 192,750 | — | 726,668 |
| Angelos Stergiou | RSU | 95,000 | — | 358,150 |
| Dragan Cicic | RSU | 84,750 | — | 319,508 |
| John Burns | RSU | 84,750 | — | 319,508 |
| Angelos Stergiou | RSU | 79,500 | — | 299,715 |
| Dragan Cicic | RSU | 25,000 | — | 94,250 |
| John Burns | RSU | 23,500 | — | 88,595 |
| Dragan Cicic | RSU | 22,500 | — | 84,825 |
| John Burns | RSU | 15,000 | — | 56,550 |
| Angelos Stergiou | RSU | 14,500 | — | 54,665 |
| John Burns | RSU | 5,000 | — | 18,850 |
| Dragan Cicic | RSU | 4,000 | — | 15,080 |
| Angelos Stergiou | Option | 3,438 | 5.34 | — |
| Angelos Stergiou | Option | 63,438 | 3.34 | — |
| Angelos Stergiou | Option | 124,219 | 0.52 | — |
| Angelos Stergiou | Option | 385,750 | 0.95 | — |
| Dragan Cicic | Option | 1,016 | 5.34 | — |
| Dragan Cicic | Option | 16,042 | 3.34 | — |
| Dragan Cicic | Option | 169,500 | 0.95 | — |
| John Burns | Option | 750 | 5.34 | — |
| John Burns | Option | 21,875 | 3.34 | — |
| John Burns | Option | 39,063 | 0.52 | — |
| John Burns | Option | 169,500 | 0.95 | — |
The Company's compensation program is designed to enable the Company to attract and retain talented and experienced executives capable of leading the Company successfully in a competitive environment, with a focus on pay-for-performance principles and alignment with stockholders' interests.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-16 | 52,930,792 | 15,906,732 | 2,196,654 | 76.89% | Passed |
| 2025 | 2025-06-17 | 29,589,249 | 12,767,791 | 1,128,179 | 69.86% | Passed |
| 2024 | 2024-06-20 | 5,992,510 | 4,808,398 | 554,175 | 55.48% | Passed |
| 2023 | 2023-06-20 | 4,772,547 | 3,079,811 | 135,401 | 60.78% | Passed |
| 2022 | 2022-06-08 | 4,224,292 | 1,575,977 | 77,834 | 72.83% | Passed |
| 2021 | 2021-06-08 | 2,383,795 | 849,429 | 200,418 | 73.73% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-06-16 | 76.89%a |
| 2025 | 2025-06-17 | 69.86%b |
| 2024 | 2024-06-20 | 55.48%c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. Voting standard not stated in the filing.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| John VarianIndependent · Board Chair · Audit · Compensation | $94,000 | $11,906 | $15,011 | — | — | $120,917 |
| Robert L. Van NostrandIndependent · Compensation · Audit · Nominating and Corporate Governance | 66,000 | 11,906 | 15,011 | — | — | 92,917 |
| Jane WasmanIndependent · Board (Chair) · Nominating and Corporate Governance (Chair) · Compensation · Audit | 66,000 | 11,906 | 15,011 | — | — | 92,917 |
| Katherine Bach KalinIndependent · Compensation · Nominating and Corporate Governance | 66,000 | 11,906 | 15,011 | — | — | 92,917 |
| David A. ScheinbergIndependent · Compensation · Science (Chair) | 66,000 | 11,906 | 15,011 | — | — | 92,917 |
| Angelos M. StergiouEmployee director · Science | — | — | — | — | — | 0 |
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 18,000 / 18,000 / 18,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $358,000 |
| Equity awards (grant-date value) | $59,530 |
| All other compensation | $0 |
| Total cost of the board | $417,530 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies Sellas Life Sciences Group names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Sellas Life Sciences Group.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Sellas Life Sciences Group | 2025 | Angelos Stergiou | $676,000 | $477,107 | $327,695 | $390,390 | $1,877,810 |
| — | BeyondSpring Inc. | — | — | — | — | — | — | not in coverage universe |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Sellas Life Sciences Group | not disclosed | not disclosed | not disclosed | not disclosed |
| BeyondSpring Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Angelos Stergiou | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Summary Compensation Table”. As printed: 1,877,810. Filing ↗ |
| 2 | Section 01, Dragan Cicic | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Summary Compensation Table”. As printed: 991,795. Filing ↗ |
| 3 | Section 01, John Burns | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Summary Compensation Table”. As printed: 959,653. Filing ↗ |
| 4 | Section 08, John Varian | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 120,917. Filing ↗machine: span 652056–652063 |
| 5 | Section 08, Robert L. Van Nostrand | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 92,917. Filing ↗machine: span 654631–654637 |
| 6 | Section 08, Jane Wasman | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 92,917. Filing ↗machine: span 657219–657225 |
| 7 | Section 08, Katherine Bach Kalin | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 92,917. Filing ↗machine: span 662387–662393 |
| 8 | Section 08, David A. Scheinberg | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 92,917. Filing ↗machine: span 659790–659796 |
| 9 | Section 08, Angelos M. Stergiou | DEF 14A | 2026-04-23 | 0001104659-26-047693 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 10 | Section 06, 2026 vote | Form 8-K | 2026-06-18 | 0001104659-26-075775 | Item 5.07 · say-on-pay result. As reported: 76.89% (votes for as printed: 52,930,792). Filing ↗ |
| 11 | Section 06, 2025 vote | Form 8-K | 2025-06-18 | 0001104659-25-060704 | Item 5.07 · say-on-pay result. As reported: 69.86% (votes for as printed: 29,589,249). Filing ↗ |
| 12 | Section 06, 2024 vote | Form 8-K | 2024-06-21 | 0001104659-24-073957 | Item 5.07 · say-on-pay result. As reported: 55.48% (votes for as printed: 5,992,510). Filing ↗ |
| 13 | Section 09b board cost (computed) | Computed | — | computed | Cash 358,000 + equity 59,530 + all other 0 = 417,530, summed across the director compensation table rows.machine: formula: Σ = 417,530 |
| 14 | Sellas Life Sciences Group (subject), Section 10b CEO total | DEF 14A | 2026-04-23 | 0001104659-26-047693 | CEO total compensation as printed in Sellas Life Sciences Group's own proxy. As printed: 1,877,810. Filing ↗ |