Heikki Lanckriet
About Heikki Lanckriet
Independent director since July 2023; age 47 in 2025, with a Ph.D. in Chemical Engineering from the University of Cambridge and an M.Eng. in Chemical Engineering from the University of Ghent . Serves as a Class I director; re-nominated in April 2025 to a term expiring at the 2028 annual meeting . Also a director at Biofrontera AG (since December 2021) and CEO/CSO of 4basebio PLC (UK), indicating deep technical and biotech leadership experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Expedeon AG | Led sale of proteomics/immunology business to Abcam PLC | 2020 | Strategic M&A execution |
| 4basebio PLC (spun out of Expedeon) | CEO & CSO; synthetic DNA/RNA and non‑viral vector solutions | 2021–present | Led spin-out and product strategy |
| Novexin | Founder & CSO; later COO | Not disclosed | Scientific leadership; operations |
| 2invest AG | CEO & CSO | Not disclosed | Corporate leadership |
| Sygnis AG | CEO & CSO | Not disclosed | Corporate leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 4basebio PLC (UK) | CEO & CSO | Current | Commercialization of synthetic DNA/RNA; targeted non-viral vectors |
| Biofrontera AG | Director | Since Dec 2021 | Strategic link to BFRI’s licensor/former parent |
Board Governance
- Committee assignments: Audit Committee—Borer (Chair), Hoffman, Weber; Nominating & Corporate Governance—Hoffman (Chair), Borer, Weber; Compensation—Borer (Chair), Weber, Hoffman. Lanckriet is not listed as a member of these standing committees .
- Independence: The Board affirmatively determined Borer, Hoffman, and Weber are independent; Lanckriet is not listed among independent directors. He is also a director of Biofrontera AG, which holds BFRI Series D Preferred Stock—disclosed as a director interest in 2025 proposals—indicating potential non-independence and conflict considerations .
- Attendance: 39 Board meetings in 2024; all directors attended at least 90% of Board and committee meetings during their service .
- Board leadership: No lead independent director designated; Chairman and CEO roles combined (Prof. Luebbert) .
- Tenure on BFRI board: July 2023–present; nominated for re-election through 2028 .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Committee Fees ($) | Total Cash ($) |
|---|---|---|---|
| 2024 | 40,250 | 0 (not a committee member) | 40,250 |
Director cash retainer policy (for context):
- Board annual retainer: $40,250; Non-executive chair additional $30,000 .
- Audit Committee: member $8,000; chair +$8,000 .
- Compensation Committee: member $6,000; chair +$9,000 .
- Nominating & Corporate Governance: member $5,000; chair +$5,000 .
Performance Compensation
| Year | Option Awards (Grant-Date Fair Value $) | Equity Type | Vesting/Terms | Performance Metrics |
|---|---|---|---|---|
| 2024 | 15,720 | Non-employee director stock options under 2021 Plan | Non-employee director options vest in equal monthly installments (per 2022 grant standard); options awarded under the 2021 Omnibus Incentive Plan | None disclosed for director pay; equity is time-based, not performance-based |
Notes:
- The 2021 Omnibus Incentive Plan governs equity awards; details adjusted for the 2023 reverse split .
- Specific 2024 director option strike/quantity for Lanckriet was not itemized; fair value shown above .
- Prior non-employee director options (May 18, 2022) vest monthly; 1,100 shares at $52.20 per share for then-serving directors—Lanckriet joined in July 2023 .
Other Directorships & Interlocks
| Entity | Relationship to BFRI | Interlock/Conflict Consideration |
|---|---|---|
| Biofrontera AG | Former parent/licensor; received 3,019 Series D Preferred (10% fully diluted, convertible at $1,000/0.6249 per share) under U.S. Rights Strategic Transaction | Lanckriet is a director at Biofrontera AG; BFRI disclosed his interest due to AG’s Series D holdings and voting/conversion restrictions pending stockholder approval—material related-party exposure |
| Series C Preferred Investors | Financing for operations and obligations to Biofrontera AG; 8,500 of 11,000 Series C issued as of Aug 1, 2025 | Governance constraints (pre-approval) include caps on voting/conversion and consent rights over related-party transactions; indicates heightened investor controls |
Expertise & Qualifications
- Advanced technical expertise in chemical engineering (Ph.D. Cambridge; M.Eng. Ghent) and biotech commercialization; named inventor on multiple patents .
- Strategic M&A/operator track record (Expedeon sale to Abcam; 4basebio spin-out) .
- Board-level experience at Biofrontera AG and BFRI, plus CEO/CSO operator roles .
Equity Ownership
| As of | Shares Beneficially Owned | % of Total | Options Exercisable and RSUs Vesting Within 60 Days |
|---|---|---|---|
| July 18, 2025 | – (none reported) | <1% (*) | 20,000 |
Footnote: “*” denotes less than 1% of outstanding common shares .
Governance Assessment
- Strengths: High attendance in a very active board year (≥90% across 39 meetings), scientific and operational depth, and no disclosed family ties; clawback policy in place for executives since Oct 2, 2023 .
- Concerns / RED FLAGS:
- Dual directorship at Biofrontera AG, a significant related party receiving Series D Preferred and ongoing royalty economics—explicitly disclosed as a director interest (conflict risk; need robust recusal/related-party oversight) .
- Independence not affirmatively determined for Lanckriet by the Board; independent committee membership excludes him; combined Chair/CEO and no lead independent director heighten governance risk .
- Capital structure complexity (Series C/D preferred with voting/conversion caps, liquidation preferences up to 3x original price, and investor consent rights, including controls over related-party transactions) can constrain strategic flexibility and create potential misalignment vs. common holders .
- Alignment: Director cash retainer plus modest equity option awards; current beneficial ownership de minimis (<1%), with 20,000 short-term vesting options/RSUs; no pledging disclosed .
Implication for investors: Monitor committee processes for related-party approvals (Audit Committee reviews related-party transactions), ensure recusals in matters involving Biofrontera AG, and track stockholder approvals for Series C/D proposals due to dilution and governance constraints .