Chirfi Guindo
Beam TherapeuticsAbout Chirfi Guindo
Independent Class I director at Beam Therapeutics since December 2, 2024; age 59. He serves on the Compensation Committee. Guindo is Chief Marketing Officer, Human Health at Merck & Co., Inc. (since July 2022), and previously was EVP, Global Product Strategy and Commercialization at Biogen (Nov 2018–June 2022). He holds an engineering degree from École Centrale de Paris and an MBA from NYU Stern; his current Beam term runs to the 2027 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Merck & Co., Inc. | Chief Marketing Officer, Human Health | Jul 2022–present | Leads long-term strategy for Human Health portfolio across oncology, vaccines, pharma and pipeline products |
| Biogen Inc. | EVP, Global Product Strategy & Commercialization | Nov 2018–Jun 2022 | Global product strategy and commercialization leadership |
| Merck & Co., Inc. (prior roles) | Various finance, sales, commercial and marketing leadership roles (incl. country head in Canada, Netherlands, South Africa; led global HIV portfolio marketing) | 1990–2017 (various) | Developed global talent, public–private partnerships; elevated patient-focused profile |
External Roles
| Company | Role | Since | Notes |
|---|---|---|---|
| Merck & Co., Inc. | Chief Marketing Officer, Human Health | 2022 | Senior operating role; no Beam-related transactions disclosed – |
| Other public company boards | — | — | None disclosed in Beam filings |
Board Governance
- Independence: Board determined Guindo independent under Nasdaq rules; seven of eight directors are independent (all except CEO).
- Committee assignments: Compensation Committee member (Chair: Carole Ho; members: Kathleen Walsh, Chirfi Guindo).
- Appointment details: Appointed Dec 2, 2024; Class I director; term expires at 2027 annual meeting; no arrangements/understandings for election; compensation per director policy.
- Board leadership and engagement: Lead Independent Director is Mark Fishman, M.D.; non‑employee directors held executive sessions at each regular Board meeting; the Board met 4 times in 2024; each director attended at least 75% of Board/committee meetings during the period they served.
- Committee activity: Compensation Committee met 4 times in 2024.
- Interlocks: No compensation committee interlocks; none of the members has been a Beam officer/employee in prior three years; no reciprocal management/comp committee overlaps with other companies.
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Cash fees earned | $4,171 | Pro‑rated cash fees for 2024 start (appointed Dec 2, 2024) |
| Policy – Annual cash retainers (2025) | Board member: $45,000; Lead Independent Director: $75,000; Audit member: $10,000; Audit chair: $20,000; Compensation member: $7,500; Compensation chair: $15,000; Nominating member: $5,000; Nominating chair: $10,000; Science & Technology member: $5,000; S&T chair: $10,000 | Paid quarterly; limits apply under 2019 Plan |
Performance Compensation
| Grant/Type | Shares/Options | Grant Date Fair Value | Vesting/Performance Metrics |
|---|---|---|---|
| Initial director stock option grant (upon appointment) | 39,086 options (held as of 12/31/2024) | $770,424 | Time‑based vesting per policy: one‑third at first anniversary, then monthly over two years; no performance metrics tied to director equity |
Beam’s non‑employee director equity is delivered as stock options (initial grant ~ $770k grant‑date FV; annual grant ~ $385k), which vest time‑based; no performance‑conditioned director awards are disclosed.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed beyond Beam |
| Committee interlocks | None; no reciprocal executive/comp committee overlaps reported; former interlock issues pertained to a prior director (not Guindo) |
| Related‑party transactions | None disclosed involving Guindo; “no arrangements or understandings” related to his election; related‑party section does not list Merck – |
Expertise & Qualifications
- Global commercial strategy/operator with extensive biopharma experience (oncology, vaccines, HIV) and multi‑country P&L leadership (Canada, Netherlands, South Africa).
- Senior product strategy roles at Biogen and Merck; functional depth in commercialization to inform Compensation Committee benchmarking and incentive design.
Equity Ownership
| Ownership Detail | Amount | Date/Notes |
|---|---|---|
| Beneficial ownership (common stock) | 0 shares; <1% | As of March 31, 2025; no options exercisable within 60 days counted; table lists “—” (zero) |
| Options held | 39,086 options | As of December 31, 2024 (director compensation holdings summary) |
| Pledging/Hedging | Prohibited for directors under insider trading policy | Applies to all directors/officers; no pledging or hedging permitted |
Compensation Committee Analysis
- Committee members: Chair – Carole Ho; Members – Kathleen Walsh, Chirfi Guindo.
- Responsibilities include CEO/NEO compensation, director comp recommendations, incentive plan oversight, stock ownership guideline recommendations, and retention of independent advisors.
- Independent advisor: Pay Governance LLC engaged for compensation matters (peer group, program design).
Say‑on‑Pay & Shareholder Feedback
- Say‑on‑pay support: 98% approval at 2024 annual meeting, indicating strong investor support for compensation practices overseen by the Compensation Committee.
Governance Assessment
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Strengths:
- Independent director with deep commercial expertise; appointed to Compensation Committee, aligning skills to committee mandate.
- Robust governance policies: anti‑hedging/anti‑pledging; Nasdaq/Rule 10D‑1‑compliant clawback policy.
- Director pay structure is equity‑heavy (options), aligning with long‑term shareholder value creation; cash retainers are modest versus role.
- No related‑party transactions or interlocks involving Guindo disclosed; Board confirms independence. –
-
Watch items:
- Alignment ramp‑up: As of March 31, 2025, no beneficially owned common shares (typical for a new appointee with time‑based vesting), so equity alignment will accrete as options vest; monitor ownership build relative to any stock ownership guidelines (not disclosed).
- Time commitments: Guindo holds a senior operating role at Merck; while no overboarding concerns are disclosed, investors may monitor ongoing attendance/engagement (Board reported ≥75% attendance standard for all directors in 2024).
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No red flags identified in filings regarding attendance shortfalls, related‑party transactions, option repricings, tax gross‑ups, or Section 16(a) delinquencies for directors in 2024.