Rita Jain
ANAPTYSBIOAbout Rita Jain
Rita Jain, M.D., age 62, is a Class II independent director of AnaptysBio and has served on the Board since April 2023, bringing extensive life sciences and clinical development leadership experience from CMO and senior roles across multiple biopharma companies . Her education includes a B.S. in biology from Long Island University and an M.D. from SUNY Stony Brook School of Medicine, and the Board explicitly cites her extensive life sciences experience as a qualification for service . She currently serves on the compensation committee of the Board and is not identified as the chair of any committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Abbott Laboratories | Leadership roles incl. Divisional VP, Pain/Respiratory/Metabolic Disease Development | 2003–2012 | Not disclosed |
| AbbVie Inc. | VP, Clinical Development; VP, Men’s & Women’s Health and Metabolic Development | 2013–2016 | Not disclosed |
| Akebia Therapeutics, Inc. | SVP & Chief Medical Officer | 2017–2019 | Not disclosed |
| Immunovant, Inc. | Chief Medical Officer | 2021 | Not disclosed |
| ChemoCentryx, Inc. | EVP & Chief Medical Officer | 2021–2022 | Not disclosed |
| Heartwood Biopharma Group | Chief Executive Officer (private consulting group) | Aug 2021–Sept 2023 | Not disclosed |
| Independent Consultant | Consultant | Current | Not disclosed |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Celldex Therapeutics, Inc. | Director | Current | Not disclosed |
| AM‑Pharma B.V. | Supervisory Board Member | Since 2020 | Not disclosed |
| ChemoCentryx, Inc. | Director | 2019–2022 (company acquired by Amgen in 2022) | Not disclosed |
| Provention Bio, Inc. | Director | Until Apr 27, 2023 (company acquired by Sanofi) | Not disclosed |
Board Governance
- Committee assignments: Compensation Committee member; the committee is composed of Dennis Fenton, Ph.D. (chair), Rita Jain, M.D., and John P. Schmid; all members meet Nasdaq/SEC independence standards .
- Independence: The Board determined Dr. Jain is independent under SEC and Nasdaq rules; eight of nine directors are independent .
- Attendance and engagement: In 2024 the Board held 8 meetings; audit committee 4, compensation committee 4, and nominating & corporate governance 3, and no director attended fewer than 75% of applicable meetings; nine directors attended the 2024 annual meeting; independent directors meet separately without management regularly .
- Board structure: Dr. Jain is a Class II director; Class II seats up for election at the 2025 annual meeting for terms expiring in 2028 .
Fixed Compensation
| Component | 2023 ($) | 2024 ($) |
|---|---|---|
| Annual Cash Retainer | 40,000 | 40,000 |
| Compensation Committee Member Fee | 6,000 | 6,750 |
| Total Fees Earned (Rita Jain) | — | 46,750 |
Notes:
- Dr. Jain’s 2024 cash fees of $46,750 reconcile to the $40,000 annual retainer plus $6,750 compensation committee member fee .
Performance Compensation
| Award Metric | Period | Value |
|---|---|---|
| Option Awards – Grant Date Fair Value | FY 2024 | $248,918 |
| Stock Awards (RSUs) – Grant Date Fair Value | FY 2024 | $127,776 |
| Annual Option Grant – Shares | FY 2024 | 16,510 shares (January annual grant) |
| Annual RSU Grant – Shares | FY 2024 | 6,030 RSUs (January annual grant) |
| Vesting – Options | FY 2024 | Equal monthly installments over 1 year, subject to service |
| Vesting – RSUs | FY 2024 | Vest on date of next annual meeting, subject to service |
| New Director Option Grant (policy) | Ongoing | 16,510 shares; vests monthly over 3 years |
| New Director RSUs (policy) | Ongoing | 6,030 RSUs; vests annually over 3 years |
| Change‑of‑Control Treatment | Ongoing | All director equity awards accelerate in full upon a change in control |
| Plan Exercise Price Standard | Ongoing | Not less than Fair Market Value at grant for Non‑Employee Director options |
No explicit performance metrics (TSR, revenue/EBITDA, ESG) are tied to director equity; awards are time‑based under the non‑employee director policy .
Other Directorships & Interlocks
| Entity | Type | Overlap/Interlock | Notes |
|---|---|---|---|
| Celldex Therapeutics, Inc. | Public Company | None disclosed | Current board service |
| AM‑Pharma B.V. | Private (EU) | None disclosed | Supervisory board since 2020 |
| ChemoCentryx, Inc. | Public (acquired) | None disclosed | Director 2019–2022; company acquired by Amgen |
| Provention Bio, Inc. | Public (acquired) | None disclosed | Director until Apr 27, 2023; company acquired by Sanofi |
- Related‑party transactions: The company reports no related‑party transactions >$120,000 since Jan 1, 2023; audit committee reviews any such transactions per policy .
Expertise & Qualifications
- Extensive life sciences and clinical development leadership, with CMO roles at ChemoCentryx and Immunovant, senior development leadership at AbbVie/Abbott, and CMO experience at Akebia .
- Board affirms her extensive life sciences experience as a qualification for Board service .
- Education: B.S. in biology (Long Island University) and M.D. (SUNY Stony Brook School of Medicine) .
Equity Ownership
| Ownership Detail | As of Date | Amount |
|---|---|---|
| Beneficially Owned Shares | Apr 1, 2025 | 41,923 shares; <1% of outstanding (*) |
| Directly Held Shares | Apr 1, 2025 | 4,534 shares |
| Options Exercisable within 60 Days | Apr 1, 2025 | 37,389 shares |
| Outstanding Options (aggregate) | Dec 31, 2024 | 35,125 options |
| Outstanding RSUs (aggregate) | Dec 31, 2024 | 8,630 RSUs |
| Shares Outstanding (basis for % calc) | Apr 1, 2025 | 30,332,693 shares |
(*) The proxy denotes beneficial ownership is “less than one percent” for Dr. Jain .
Alignment safeguards:
- Insider Trading Policy prohibits hedging and pledging of company stock; no margin purchases or pledging allowed .
- Equity grants are generally timed on predetermined dates (annual January grants) to avoid information‑timing advantages .
Governance Assessment
- Committee role: Active member of the Compensation Committee alongside an experienced chair (Fenton) and financial expert (Schmid), supporting executive/director pay oversight and risk review; committee uses independent consultants (Compensia until Sept 2024, Alpine Rewards thereafter), with no conflicting services disclosed .
- Independence and engagement: Confirmed independent; 2024 attendance thresholds met across Board/committees; independent directors hold regular executive sessions—positive for governance quality and oversight .
- Pay structure and alignment: Balanced director pay mix with meaningful equity exposure (2024: cash $46,750; options $248,918; RSUs $127,776; total $423,444), time‑based vesting and full acceleration on change‑of‑control; option exercise price set at or above fair market value by plan design .
- Potential conflicts: No related‑party transactions involving Dr. Jain disclosed; audit committee oversees and pre‑approves any related‑party dealings per policy .
- RED FLAGS: None evident—no hedging/pledging permitted, no loans/perqs disclosed, no option repricing disclosed, and no attendance shortfalls reported .
Compensation Mix (Signal)
| Component | FY 2024 Amount ($) | Mix (%) |
|---|---|---|
| Cash Fees | 46,750 | 11.0% |
| Option Awards (ASC 718 FV) | 248,918 | 58.8% |
| Stock Awards (ASC 718 FV) | 127,776 | 30.2% |
| Total | 423,444 | 100.0% |
Mix shows high equity weighting, aligning director incentives with shareholder outcomes; awards are time‑vested without performance metrics for directors .