Patrick Machado
About Patrick Machado
Patrick Machado, age 61, is Chair of the Board of Adverum Biotechnologies and a Class II director up for election at the 2025 Annual Meeting; he has served on the Board since March 2017 and as Chair since May 2019. He is independent under Nasdaq rules and serves as Audit Committee Chair and Compensation Committee member, with the Board designating him an Audit Committee financial expert. Machado co-founded Medivation, Inc., serving as CFO (2004–2014) and Chief Business Officer (2009–2014), and previously held senior finance and legal roles at ProDuct Health and consulted to Cytyc after an acquisition. He holds a B.A. in German and B.S. in Economics from Santa Clara University and a J.D. from Harvard Law School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Medivation, Inc. | Co-founder; CFO; Chief Business Officer | CFO: 2004–2014; CBO: 2009–2014 | Built operational and financial capabilities at a biopharma company . |
| ProDuct Health, Inc. | SVP & CFO; earlier General Counsel | 1998–2001 | Senior finance and legal leadership at medical device company . |
| Cytyc Corporation | Consultant (post-acquisition) | 2001–2002 | Assisted transitional integration after acquisition of ProDuct Health . |
External Roles
| Organization | Role | Public/Private | Notes / Interlocks |
|---|---|---|---|
| ACELYRIN, INC. | Director | Public | Also on ADVM Board with Dawn Svoronos; Board considered interlock in independence review . |
| Alumis Inc. | Director | Public | Biopharma board service . |
| Arcus Biosciences, Inc. | Director | Public | Biopharma board service . |
| Xenon Pharmaceuticals Inc. | Director | Public | Also on ADVM Board with Dawn Svoronos; interlock assessed . |
| Avenzo Therapeutics Inc. | Director | Private | Biopharma board service . |
| Prota Therapeutics | Director | Private | Biopharma board service . |
| Prior: Chimerix, Medivation, Principia Biopharma, Roivant Sciences Ltd., Turning Point Therapeutics, Turnstone Biologics | Former Director | Public/Private | Historic public company board experience . |
Board Governance
- Classification and leadership: ADVM maintains a classified board with three-year staggered terms; Machado is Chair, separate from the CEO (Laurent Fischer), with the Board favoring flexibility in leadership structure given drug development timelines .
- Committee assignments: Audit Committee (Chair), Compensation Committee (member); designated Audit Committee financial expert and financially sophisticated under Nasdaq .
- Independence: Board determined Machado is independent under Nasdaq rules and eligible for audit and compensation committee independence standards .
- Meetings and attendance (2024): Board (4), Audit (9), Compensation (8), Nominating (5), R&D (2); each director attended at least 75% of meetings of the Board and applicable committees; all then-current directors attended the 2024 Annual Meeting .
- Stockholder engagement: Machado led 2024 engagement with top holders on strategy, financing, board culture, and diversity, along with Compensation and Nominating Committee chairs .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Board member annual retainer | 40,000 | Standard cash retainer for non-employee directors . |
| Chair of the Board retainer | 35,000 | Additional cash retainer for non-employee Chair . |
| Audit Committee Chair retainer | 20,000 | Additional cash retainer for committee chair . |
| Compensation Committee member retainer | 7,500 | Additional cash retainer for non-chair members . |
| Total cash fees earned (2024) | 102,500 | Matches compensation table for Machado . |
| Annual compensation caps (market-cap tiering) | Policy | Caps: $150k under $250m market cap; $250k between $250–$500m; $400k between $500m–$1b; $475k >$1b; cap policy approved May 22, 2024, effective for three years . |
Performance Compensation
| Equity Component | 2024 Grant-Date Fair Value ($) | Structure | Vesting / Term | Performance Metrics |
|---|---|---|---|---|
| Non-statutory stock options (Board Annual Award + Chair additional option) | 77,767 | Options only for directors; Chair receives additional option ≈30% of Board Annual Award value . | Board Annual Awards and Chair Additional Annual Awards vest in full on the earlier of 1-year from grant or next annual meeting; 10-year max term; change-in-control acceleration; Initial Options for new directors vest ratably over 3 years . | No director-specific performance metrics disclosed; equity not tied to TSR/financial targets for directors . |
Other Directorships & Interlocks
| Company | Overlap / Interlock | Governance Consideration |
|---|---|---|
| ACELYRIN, INC. | Machado and Svoronos both serve | Board explicitly considered in independence determination; both remained independent . |
| Xenon Pharmaceuticals Inc. | Machado and Svoronos both serve | Board explicitly considered in independence determination; both remained independent . |
Expertise & Qualifications
- Financial expertise: Designated Audit Committee financial expert; meets Nasdaq financial sophistication requirements .
- Senior leadership: CFO and CBO experience at Medivation; senior finance/legal roles at ProDuct Health; M&A integration consulting at Cytyc .
- Education: B.A. (German) and B.S. (Economics), Santa Clara University; J.D., Harvard Law School .
- Industry domain: Extensive biopharma board experience across multiple public companies .
Equity Ownership
| Metric (as of dates noted) | Value | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 54,721 | As of March 31, 2025; includes options exercisable within 60 days . |
| % of common stock | <1% | Less than 1% of 20,889,175 shares outstanding . |
| Options outstanding (shares) | 52,906 | As of December 31, 2024; no RSUs outstanding for directors at year-end . |
| Hedging/pledging | Prohibited | Insider trading policy prohibits hedging and pledging for directors/officers/employees . |
Governance Assessment
- Strengths: Independent Chair separate from CEO; Audit Committee financial expert leading audit oversight; robust clawback provisions under Amended 2024 Plan; director compensation caps tiered by market cap; prohibition on hedging/pledging; active stockholder engagement led by Machado; 2024 say‑on‑pay approval ~88%, indicating improving investor support .
- Watch items / RED FLAGS: Classified board structure can be viewed as entrenchment by some investors despite rationale for biotech runway; interlocks with another ADVM director at ACELYRIN and Xenon warrant ongoing monitoring though independence affirmed; proposal to reprice certain outstanding stock options company‑wide may be shareholder sensitive; director ownership guidelines not disclosed; attendance disclosure is “≥75%” (not individual rates), limiting transparency .