Jennifer Bush
About Jennifer Bush
Jennifer Bush is 50 and serves as Chief Operating Officer, Chief Legal Officer, Corporate Secretary, and Compliance Officer at Artiva Biotherapeutics; she has been COO since April 2024 and previously served as EVP, Chief Legal Officer since February 2021 and EVP, General Counsel and Secretary since September 2020. She holds an A.B. in History from Princeton University and a J.D. from Yale Law School, and clerked for Judge Stanley Marcus on the U.S. Court of Appeals for the 11th Circuit . Annual performance bonuses for 2024 were based on corporate goals tied to research, clinical, regulatory milestones, manufacturing capacity, and capital raising; the Board determined corporate achievement at 90% with a 115% individual multiplier for Ms. Bush, resulting in a $197,972 bonus paid in early 2025 . Total 2024 compensation was $1,505,605 (salary $478,194; stock awards $537,000; option awards $292,439; non-equity incentive $197,972) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Artiva Biotherapeutics | Chief Operating Officer | Since Apr 2024 | Operational leadership across programs; also serves as Chief Legal Officer, Corporate Secretary, Compliance Officer |
| Artiva Biotherapeutics | EVP, Chief Legal Officer; Corporate Secretary; Compliance Officer | Since Feb 2021 | Built legal/compliance infrastructure pre- and post-IPO |
| Artiva Biotherapeutics | EVP, General Counsel and Secretary | Since Sep 2020 | Established legal function during growth phase |
| Organovo, Inc. | SVP, General Counsel; Head of HR and Regulatory Affairs | Sep 2014–Aug 2020 | Led legal, HR, and regulatory at a public biotech |
| Broadcom Corporation | Associate General Counsel & Global Privacy Officer | Oct 2010–Aug 2014 | Led privacy and provided corporate legal support at a public semiconductor/software company |
| DivX, Inc. | Associate General Counsel | Feb 2010–Oct 2010 | Supported legal operations at digital entertainment company |
| Fish & Richardson P.C. | Principal | — | IP and litigation experience (years not disclosed) |
| Irell & Manella LLP | Associate | — | Corporate/legal training (years not disclosed) |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| U.S. Court of Appeals, 11th Circuit | Law Clerk to Hon. Stanley Marcus | — | Federal appellate clerkship |
Fixed Compensation
| Metric | 2023 | 2024 | Notes |
|---|---|---|---|
| Salary ($) | $445,600 | $478,194 | 2024 salary per SCT; 2023 per S-1/A narrative |
| Target Bonus (% of salary) | 40% | 40% | Company-set target for named executive officers |
| Actual Annual Performance Bonus ($) | $184,478 | $197,972 | Based on corporate goal achievement and individual multiplier |
| Base Salary Progression | Jan 1, 2024 | Jul 19, 2024 (post-IPO) | Jan 1, 2025 |
|---|---|---|---|
| Amount ($) | $463,424 | $496,400 | $520,000 |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Corporate goals (clinical, regulatory, manufacturing, capital raising) | Not disclosed | Board-defined | Corporate achievement 90%; individual multiplier 115% | $197,972 cash (earned 2024; paid early 2025) | Cash bonus paid following year |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 78,537 shares; less than 1% of 24,363,119 shares outstanding as of Mar 31, 2025 |
| Stock ownership guidelines | Not disclosed |
| Hedging/pledging | Not disclosed |
| 10b5-1 trading plans | No adoptions/terminations during quarter ended Sep 30, 2025 |
Outstanding equity awards (as of Dec 31, 2024)
| Grant Type | Grant Date | Exercisable | Unexercisable | Exercise Price ($) | Expiration | Vesting Schedule |
|---|---|---|---|---|---|---|
| Stock option | Feb 24, 2021 | 39,327 | 1,710 | 5.00 | Feb 23, 2031 | 25% on Jan 1, 2022; then monthly 1/48 thereafter |
| Stock option | May 24, 2023 | 3,609 | 5,510 | 5.00 | May 23, 2033 | 48 equal monthly installments from May 24, 2023 |
| Stock option | Jan 24, 2024 | 3,254 | 10,948 | 5.18 | Jan 23, 2034 | 48 equal monthly installments from Jan 1, 2024 |
| Stock option | May 2, 2024 | — | 20,519 | 13.47 | May 1, 2034 | 25% on first anniversary of IPO; then monthly 1/48 thereafter |
| RSU | Sep 12, 2024 | — | 50,000 units | — | — | RSU plan quarterly vesting cadence; 25% at first quarterly date after first anniversary; then equal quarterly installments |
| Market value reference | — | — | — | — | — | DEF 14A used $10.08/share at 12/31/2024 for market value presentation |
Option repricing and extended exercise period
- In April 2023, the company repriced certain underwater options, including those held by Ms. Bush, to $5.01 to improve retention and motivation .
- Extended post-termination exercise period: for executives including Ms. Bush, vested options’ exercise period extended up to three years if employed through Dec 31, 2024, subject to early termination upon a “conflict” (engagement with NK cell therapy or lymphoma programs) .
Employment Terms
| Provision | Standard | Change in Control (double trigger) |
|---|---|---|
| Termination without cause or resignation for good reason | 9 months base salary continuation; up to 9 months COBRA; accelerated vesting of service-based equity as if 3 additional months of service | 12 months base salary; up to 12 months COBRA; full target annual bonus for year of termination; full acceleration of all outstanding and unvested service-based equity |
| Release requirement | Severance contingent on timely execution and non-revocation of release; compliance with post-termination obligations ; general release mechanics detailed in severance documentation | |
| Extended option exercise | Up to three years, subject to no “conflict”; applies to options vested at termination and subsequent grants post-April 2023 | |
| Non-compete/“conflict” trigger | Extended exercise terminates if executive engages in cellular immunotherapies using NK cells or non-NK cell therapy for lymphomas with specified involvement | |
| Clawback/tax gross-ups | Not disclosed |
Investment Implications
- Pay-for-performance alignment: Cash incentives are linked to corporate milestones with disclosed achievement levels (90% corporate, 115% individual), indicating measurable performance gating; equity awards are predominantly time-based with double-trigger acceleration, balancing retention with M&A flexibility .
- Retention risk: Robust severance and extended option exercise provisions, plus multiple recent grants with long vesting tails, mitigate near-term attrition; lack of active 10b5-1 plans this past quarter reduces near-term insider selling pressure signal .
- Ownership alignment: Beneficial ownership remains below 1%, but equity exposure via outstanding options and RSUs and ownership guidelines (if later disclosed) will be important to monitor; current disclosures show no pledging/hedging details .
- Change-of-control economics: Double-trigger acceleration and guaranteed target bonus under CoC may increase deal certainty but could expedite equity realization; from an acquirer’s perspective, Ms. Bush’s package is standard-market without excessive multiples .
- Governance and risk: The 2023 option repricing is a historical governance flag, albeit rationalized for retention; monitor future equity modifications, any adoption of trading plans, and forthcoming proxies for say-on-pay outcomes and ownership policy disclosures .