Alessandro Riva
About Alessandro Riva
Alessandro Riva, M.D. (age 64) is a Class III non‑executive director of Bicycle Therapeutics plc, appointed March 25, 2025 and nominated for re‑election through the 2028 AGM. He is an oncology leader with prior senior roles at Novartis and Gilead; he earned his B.M.B.S. and M.D. in Oncology/Hematology from Università degli Studi di Milano. Current external roles include CEO (since May 2023) and Chairman (since May 2022) of Transgene S.A., and non‑executive independent director of BeiGene, Ltd. (since February 2022) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ichnos Sciences, Inc. | Chief Executive Officer | Apr 2019–Aug 2021 | Led oncology portfolio |
| Intima Bioscience, Inc. | Chief Executive Officer | Sep 2021–Apr 2023 | Led oncology cell therapy |
| Gilead Sciences, Inc. | Senior leadership, oncology | Not disclosed | Oncology leadership |
| Novartis AG | Senior leadership, oncology | Not disclosed | Oncology leadership |
External Roles
| Organization | Role | Tenure | Public Company | Notes |
|---|---|---|---|---|
| Transgene S.A. | Chairman | Since May 2022 | Yes | Also CEO since May 2023 |
| Transgene S.A. | Chief Executive Officer | Since May 2023 | Yes | Operational leadership |
| BeiGene, Ltd. | Non‑Executive Independent Director | Since Feb 2022 | Yes | Oncology focus |
Board Governance
- Board structure separates Chair and CEO to enhance oversight; independent directors held two executive sessions in 2024 .
- Committees: Audit, Compensation, and Nominating & Corporate Governance are established; all committee members meet Nasdaq independence standards .
- Expected assignment: subject to re‑election, Riva will join the Audit Committee effective immediately following the 2025 AGM; Stephen Sands to chair; Riva not designated as the audit committee financial expert (Kender and Sands are) .
- Board and committee activity: 8 Board meetings in 2024; each incumbent director attended ≥80% of applicable meetings (Riva not on Board in 2024) .
Fixed Compensation
| Component | 2025 Policy | Amount (USD) | Notes |
|---|---|---|---|
| Annual Board Retainer – Member | Cash | $50,000 | |
| Annual Board Retainer – Chair | Cash | $12,000 | |
| Audit Committee – Chair | Cash | $25,000 | |
| Audit Committee – Member | Cash | $15,000 | |
| Compensation Committee – Chair | Cash | $20,000 | |
| Compensation Committee – Member | Cash | $10,000 | |
| Nominating & Corporate Governance – Chair | Cash | $15,000 | |
| Nominating & Corporate Governance – Member | Cash | $10,000 | |
| Strategic Committee – Chair | Cash | $50,000 | |
| Strategic Committee – Member | Cash | $35,000 | |
| Scientific Committee – Chair | Cash | $15,000 | |
| Scientific Committee – Member | Cash | $10,000 | |
| Scientific Advisory Board Meeting Fee | Cash per meeting | $4,000 | |
| Reimbursements | Expenses & tax advice | As incurred; tax gross‑up may apply for tax equalization | |
| Payment cadence | Monthly arrears | Pro‑rated if partial month |
2024 director compensation: Riva was appointed in 2025 and received no 2024 compensation .
Performance Compensation
| Eligibility | Metrics | Notes |
|---|---|---|
| Non‑employee directors are not eligible for performance‑based incentive plans | None | As per Non‑Employee Director Compensation Policy |
Equity Awards (Director Grants)
| Grant Type | Grant Date | Shares/Options | Exercise Price | Fair Value at Grant | Expiry | Vesting |
|---|---|---|---|---|---|---|
| Stock Options | Mar 25, 2025 | 25,000 | $9.20 | — | Mar 25, 2035 | Three equal annual installments |
| RSUs | Mar 25, 2025 | 12,500 | — | $115,000 | — | Three equal annual installments; committee may permit deferred settlement |
Other Directorships & Interlocks
| Company | Overlap with BCYC | Potential Interlock |
|---|---|---|
| Transgene S.A. (CEO/Chair) | Oncology biotech | Strategic/business interlocks possible if transactions arise; none disclosed by BCYC |
| BeiGene, Ltd. (Independent Director) | Oncology therapeutics | Network overlap; no BCYC related‑party transactions disclosed |
Expertise & Qualifications
- Oncology executive leadership with development expertise across large biopharma and biotech settings (Novartis, Gilead, Ichnos, Intima) .
- Medical training: B.M.B.S. and M.D. in Oncology/Hematology (Università degli Studi di Milano) .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Percent of Total | Notes |
|---|---|---|---|
| Alessandro Riva, M.D. | — | <1% | As of proxy date; newly granted options/RSUs in 2025 not yet reflected in beneficial ownership table |
| Share ownership guidelines | Directors must own shares valued ≥3× annual cash retainer within 5 years; options and unearned PRSUs excluded | — | As of Apr 14, 2025, all officers and directors were in compliance ahead of the deadline |
- Anti‑hedging and anti‑pledging: Directors and officers are prohibited from hedging, pledging, short selling, margin purchases/holding in margin accounts .
Employment & Contracts
- Appointment letters: Non‑exec appointments terminable by either party with 1–3 months’ written notice (or payment in lieu); pro‑rata fee for services up to termination; expense reimbursement .
- Deeds of indemnification and D&O insurance provided to directors/officers .
Related Party Transactions (Conflicts)
- BCYC maintains a written related person transaction policy; Audit Committee approves/disapproves related party transactions .
- No related‑party transactions involving Riva were disclosed. Notable disclosed related party engagement: consulting agreement with an entity affiliated with then‑Chair Pierre Legault (Stone Atlanta Estates LLC) with $0.3M fees in 2024 .
Shareholder Signals
| Item | Outcome/Policy | Notes |
|---|---|---|
| Say‑on‑Pay (2024 AGM) | 96.82% For | Strong support for executive pay |
| Clawback Policy | Adopted Oct 2023 for executive officers | Applies to incentive compensation tied to financial reporting measures |
Governance Assessment
- Independence and oversight: Riva is a non‑executive director; Board affirms committee independence; post‑AGM Audit Committee membership places him at the center of financial oversight and related‑party review .
- Alignment: Initial equity grants (options and RSUs with multi‑year vesting) and share ownership guidelines (3× retainer within five years) support long‑term alignment; anti‑hedging/pledging enhances investor protection .
- Attendance and engagement: 2024 Board/committee cadence was robust; while Riva joined in 2025, the Board reports high attendance and independent director executive sessions—positive for board effectiveness .
- Conflicts/Interlocks: Concurrent leadership at Transgene and board role at BeiGene (both oncology) warrant monitoring for competitive or transactional overlaps; BCYC’s related‑party controls and Audit Committee oversight mitigate risk, and no Riva‑specific related transactions are disclosed .
RED FLAGS: None disclosed specific to Riva (no related‑party transactions, no hedging/pledging, no attendance concerns). Monitor time‑commitment risk given CEO/Chair responsibilities at Transgene and external BeiGene directorship, and any future BCYC‑Transgene/BeiGene transactions for potential conflicts .