Magda Marquet
About Magda Marquet
Independent director (Class III) at AnaptysBio (ANAB) since January 2021; age 66; Ph.D. in Biochemical Engineering from INSA/University of Toulouse, France. Former founder and Chief Executive Officer; recognized with Ernst & Young Entrepreneur of the Year (Life Sciences, 2005), Athena Pinnacle Award, and Corporate Directors Forum Director of the Year (Corporate Governance), and inducted into the CONNECT Entrepreneur Hall of Fame .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Former company (not named in proxy) | Founder, Chief Executive Officer | Not disclosed | Built operational, fundraising, M&A and global development capabilities; governance awards cited |
External Roles
| Company | Role | Status | Committees/Notes |
|---|---|---|---|
| Arcturus Therapeutics Holdings, Inc. | Director | Current | — |
| Transcode Therapeutics, Inc. | Director | Current | Chair, Compensation Committee; Member, Audit Committee |
| Immix Biopharma, Inc. | Director | Current | Chair, Compensation Committee |
| Pfenex, Inc. | Director | Former | Served until acquisition by Ligand Pharmaceuticals |
Board Governance
- Independence: Classified independent by the Board under Nasdaq and SEC rules; 8 of 9 directors, including Dr. Marquet, determined independent .
- Committee assignments (ANAB): Audit Committee member; the committee is financially literate, chaired by John P. Schmid, and oversees financial reporting, related-party approvals, and cybersecurity risk management .
- Audit Committee engagement: Signed the 2024 Audit Committee Report with the Chair (Schmid) and Dr. Ware, evidencing active oversight .
- Attendance and workload: 2024 meeting cadence—Board (8), Audit (4), Compensation (4), Nominating & Corporate Governance (3); no director attended fewer than 75% of applicable meetings .
- Board leadership: Separate Chair (John Orwin) and CEO (Daniel Faga), enhancing independent oversight .
- Annual meeting: Nine directors attended the 2024 annual stockholders’ meeting .
Fixed Compensation
| Year | Cash Retainer | Committee Fees | Total Cash |
|---|---|---|---|
| 2024 (actual for Marquet) | — | — | $50,000 |
| 2024 Policy (reference) | $40,000 retainer | Audit member: $10,000; Comp member: $6,750; N&G member: $5,000; Audit Chair: $20,000; Comp Chair: $15,000; N&G Chair: $10,000; Non-Exec Chair: $35,000 | Varies by roles |
Her $50,000 cash in 2024 aligns with policy math for base retainer ($40,000) + Audit member fee ($10,000) .
Performance Compensation
| Year | Option Awards (Grant-date fair value) | Stock Awards (RSUs, grant-date fair value) | Vesting Mechanics | Change-in-Control Treatment |
|---|---|---|---|---|
| 2024 (actual for Marquet) | $248,918 | $127,776 | Director policy: annual option covering 16,510 shares vests monthly over 1 year; 6,030 RSUs vest on next annual meeting date (subject to service) | All non-employee director equity accelerates in full upon a corporate transaction |
- Director equity policy highlights: Annual grants typically 16,510 options + 6,030 RSUs; RSUs vest at the next annual meeting (the 2025 meeting was June 17, 2025) and options vest monthly over a year; equity grants accelerate on change in control .
- No director performance metrics (TSR/revenue/ESG) apply to director equity; awards are time-based per policy .
Other Directorships & Interlocks
| External Company | Potential Interlock/Consideration |
|---|---|
| Transcode Therapeutics, Immix Biopharma | Governance influence as Compensation Chair; audit exposure at Transcode; no ANAB related-party ties disclosed |
| Arcturus Therapeutics | Industry adjacency; no ANAB related-party ties disclosed |
- Related-party transactions: ANAB reports no related-party transactions since Jan 1, 2023 meeting thresholds; audit committee pre-approves any such matters per policy .
Expertise & Qualifications
- Domain expertise: Operational leadership (founder/CEO), fundraising (venture, PE, venture debt), M&A, global commercial development, regulatory strategy, and culture-building .
- Financial oversight: Audit Committee member; committee members are financially literate (Schmid designated financial expert) .
- Education: Ph.D. in Biochemical Engineering (INSA/University of Toulouse) .
- Recognitions: EY Entrepreneur of the Year (Life Sciences, 2005), Athena Pinnacle, Corporate Directors Forum Director of the Year (Corporate Governance), CONNECT Hall of Fame .
Equity Ownership
| Holder | Total Beneficial Ownership (shares) | % Outstanding | Detail |
|---|---|---|---|
| Magda Marquet, Ph.D. | 68,497 | <1% | 3,900 shares held directly; 64,597 shares underlying options exercisable within 60 days of April 1, 2025 |
- Director outstanding awards as of 12/31/2024: 59,094 options and 6,030 RSUs (director outstanding award snapshot) .
- Hedging/pledging policy: Directors prohibited from hedging or pledging ANAB stock; no margin purchases permitted .
Director Compensation (2024)
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $50,000 |
| Option Awards (grant-date fair value) | $248,918 |
| Stock Awards (grant-date fair value) | $127,776 |
| Total | $426,694 |
Equity comprised the majority of her 2024 director compensation via time-based options and RSUs, aligning director pay with shareholder value creation .
Governance Assessment
- Strengths:
- Independent director with multi-board governance experience, including Compensation Chair roles and audit exposure externally, and Audit Committee service at ANAB—supports board oversight depth .
- Active audit oversight (signed the Audit Committee Report) and board structure separates Chair/CEO—positive for independence and accountability .
- Attendance and engagement: Board and committee activity was robust in 2024 and there were no attendance shortfalls among directors .
- No related-party transactions disclosed; strong hedging/pledging prohibitions—reduces alignment risks .
- Shareholder support: 2024 Say‑on‑Pay approval ~87%, indicating constructive investor sentiment toward pay design (context for overall governance climate) .
- Considerations:
- Equity to non-employee directors accelerates on change in control—common in biotech, but investors sometimes scrutinize acceleration features; transparent disclosure mitigates concern .
- Multiple external directorships can raise time-commitment questions; ANAB’s guidelines emphasize workload considerations, and attendance thresholds were met in 2024 .
No specific RED FLAGS identified for Dr. Marquet at ANAB: no attendance issues, no related-party exposures, and alignment supported by equity and trading policy constraints .
Appendix: Key Reference Policies
- Non-employee director compensation policy—cash retainers, committee fees, equity award sizes and vesting; option/RSU details; CIC acceleration .
- Independence determinations and committee composition .
- Insider trading, hedging, and pledging prohibitions .
- Related party transaction policy and disclosures .