James Healy
About James Healy
James Healy, M.D., Ph.D., age 60, is an independent director of ArriVent BioPharma (AVBP) and has served on the board since March 2023. He is a General Partner at Sofinnova Investments (formerly Sofinnova Ventures) since June 2000, and holds a B.A. in Molecular Biology and Scandinavian Studies from UC Berkeley and an M.D./Ph.D. in Immunology from Stanford University School of Medicine .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sanderling Ventures | Various investment roles | Prior to June 2000 | Early-stage biotech investing experience |
| Bayer Healthcare Pharmaceuticals (successor to Miles Laboratories) | Various roles | Prior to June 2000 | Pharma operating experience |
| ISTA Pharmaceuticals, Inc. | Various roles | Prior to June 2000 | Ophthalmic products experience |
External Roles
| Organization | Role | Status/Timing | Notes |
|---|---|---|---|
| Sofinnova Investments, Inc. | General Partner | Since June 2000 | Life sciences-focused venture investor |
| Natera, Inc. | Director | Current (as of Apr 28, 2025) | Diagnostics company board service |
| Y-mAbs Therapeutics, Inc. | Director | Current | Oncology biologics company board service |
| BioAge Labs, Inc. | Director | Current | Clinical-stage biopharma board service |
| Private companies (several) | Director | Current | Multiple private biotech boards |
| Prior public boards (selected) | Director | Prior | Ascendis Pharma A/S; Amarin; CinCor Pharma; Coherus BioSciences; Hyperion; InterMune; Iterum; Durata; CoTherix; Movetis; NuCana; ObsEva; Bolt Therapeutics; Karuna Therapeutics; others |
Board Governance
- Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee member; not on Compensation Committee .
- Chair roles: Not a committee chair; Audit Committee chaired by Chris Nolet; Compensation Committee chaired by Kristine Peterson; Nominating & Corporate Governance chaired by John Hohneker .
- Independence: Board determined Healy is independent under Nasdaq and SEC rules; only Yao and Lutzker are non-independent (executives) .
- Lead Independent Director: Kristine Peterson (appointed 2025), with a charter including presiding over sessions without management and liaison responsibilities .
- Attendance/engagement: In 2024 the board met 6 times; audit committee 5; compensation 4; nominating & governance 3; no director attended fewer than 75% of their meetings .
Fixed Compensation
| Component | Policy (Amended & Restated, Mar 2025) | Notes |
|---|---|---|
| Board Member Annual Retainer (cash) | $45,000 | Non-employee directors, except those affiliated with certain pre-IPO institutional investors, are eligible |
| Lead Independent Director Retainer | $30,000 | |
| Audit Committee Chair | $20,000 | |
| Audit Committee Member | $10,000 | |
| Compensation Committee Chair | $15,000 | |
| Compensation Committee Member | $7,500 | |
| Nominating & Corporate Governance Chair | $10,000 | |
| Nominating & Corporate Governance Member | $5,000 |
| Director | Fiscal Year | Cash Fees ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| James Healy, M.D., Ph.D. | 2024 | $0 | $0 | $0 |
- Policy carve-out: AVBP’s non-employee director compensation policy excludes any director “affiliated with an institutional investor that held shares of Series A or Series B convertible preferred stock prior to the IPO” from compensation eligibility; Healy is affiliated with Sofinnova Venture Partners XI, a >5% holder and Series B investor, explaining his $0 compensation in 2024 .
Performance Compensation
| Equity Award Policy | Grant Date Fair Value | Vesting | Term |
|---|---|---|---|
| Initial option award upon appointment | $352,000 | Vests annually over 3 years (time-based) | 10 years |
| Annual option award | $235,000 | Vests at next annual meeting (time-based) | 10 years |
| Director | Fiscal Year | Option Awards Granted | Vesting Metrics |
|---|---|---|---|
| James Healy, M.D., Ph.D. | 2024 | $0 | No performance metrics; equity for directors is time-based vesting only per policy |
No director performance metrics (e.g., revenue, EBITDA, TSR) are tied to director compensation; director equity awards vest on time-based schedules (e.g., examples for other directors: annual or initial grants vest over time) .
Other Directorships & Interlocks
| Entity | Relationship | Transaction | Amount/Details |
|---|---|---|---|
| Sofinnova Venture Partners XI, L.P. | Healy affiliated (managing member of Sofinnova Management XI, L.L.C.) | Series B Preferred financing participation | 19,047,619 shares at $1.05; $19,999,999.95 |
| Sofinnova Venture Partners XI, L.P. | Healy affiliated | IPO participation | 444,444 common shares at $18; $7,999,992 |
| Investors’ Rights Agreement | Rights held by Sofinnova and other major holders | Demand/piggyback registration rights; fees and indemnities | Key terms including S-1/S-3 rights and expense coverage |
Expertise & Qualifications
- Extensive venture investing and board experience across diagnostics, oncology biologics, and multiple biopharma companies; scientific training (M.D./Ph.D.) and operating experience in pharma/biotech .
- Independent under Nasdaq/SEC rules, despite association with >5% holder; board considered such associations when assessing independence .
Equity Ownership
| Holder/Attribution | Shares Beneficially Owned | % of Outstanding | Nature/Notes |
|---|---|---|---|
| James Healy, M.D., Ph.D. (attributed via Sofinnova Venture Partners XI, L.P.) | 1,696,752 | 4.98% | Healy is a managing member of Sofinnova Management XI, L.L.C. and may be deemed to have shared voting/investment power; disclaims beneficial ownership except to pecuniary interest |
- Pledging/hedging: Company insider trading policy prohibits pledging, hedging, and certain derivatives; no pledging or hedging disclosures for Healy in beneficial ownership footnotes .
Governance Assessment
- Alignment: Strong ownership alignment via affiliated fund’s significant stake (4.98% attributed), though ownership is through Sofinnova; Healy received no director pay (cash or equity), reducing direct pay-related conflict risk for 2024 .
- Board effectiveness: Active committee service (Audit; Nominating & Governance); audit committee met 5 times in 2024; board met 6 times; no director fell below 75% attendance; presence of a Lead Independent Director and chartered independent sessions strengthens oversight .
- Potential conflicts: Healy’s affiliation with a >5% holder and investor rights (Series B, IPO participation) can create perceived conflicts, particularly given audit committee oversight of related-party transactions; board explicitly considered such associations in independence determinations and maintains an audit committee review process for related-party transactions .
- Risk indicators: Company disclosed prior material weaknesses in internal control (remediated by Dec 31, 2024) and change of auditor in 2025; audit committee (including Healy) oversees remediation and auditor transition—continued monitoring of internal controls and audit quality is prudent for investor confidence .
- RED FLAGS: None disclosed for Healy regarding related-party transactions beyond standard financing participation; no hedging/pledging; no compensation committee interlocks; zero director compensation avoids pay anomalies. Watch item: investor affiliation while on audit committee (perception risk) .