Patrick Enright
About Patrick Enright
Patrick Enright, age 63, is an independent Class II director of BioAge Labs, Inc. serving since February 2024; he is a Managing Director and co‑founder of Longitude Capital with prior senior operating roles at Valentis, Boehringer Mannheim Pharmaceuticals (acquired by Roche), and Sandoz (now Novartis). He holds a B.S. in Biological Sciences from Stanford University and an MBA from The Wharton School of the University of Pennsylvania .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Longitude Capital | Managing Director, Co‑founder | Since 2006 | Healthcare VC leadership, board service at multiple biotechs |
| Pequot Ventures | Managing Director | 2002–2007 | Co‑led life sciences investment practice |
| Valentis, Inc. | Senior executive roles | Not disclosed | Life sciences operations experience |
| Boehringer Mannheim Pharmaceuticals Corp. | Senior executive roles | Not disclosed | Life sciences operations; company later acquired by Roche |
| Sandoz, Inc. (now Novartis) | Senior executive roles | Not disclosed | Life sciences operations |
External Roles
| Company | Role | Tenure |
|---|---|---|
| Vera Therapeutics, Inc. | Director (current) | Not disclosed |
| Jazz Pharmaceuticals plc | Director (current) | Not disclosed |
| Aimmune Therapeutics, Inc. | Director | 2013–2020 |
| Corcept Therapeutics, Inc. | Director | 2008–2017 |
| Vaxcyte, Inc. | Director | 2015–2020 |
Board Governance
- Independence: The Board determined all directors except Kristen Fortney and Eric Morgen are independent under Nasdaq and SEC rules; Enright is independent .
- Committee assignments: Member, Audit Committee (chair: Rekha Hemrajani; members: Hemrajani, Enright, Vijay Pande; each financially literate) .
- Attendance: In 2024 the Board met 7 times; Audit and Compensation met 4 times each; Nominating & Governance did not meet. Each director attended at least 75% of board and applicable committee meetings .
- Board leadership: Chair is Jean‑Pierre Garnier, Ph.D.; CEO and Chair roles are separated .
Fixed Compensation
| Metric (Directors) | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) – Patrick Enright | $12,520 |
| Annual Board Retainer Policy (cash) | $40,000 |
| Committee Chair/Membership Policy (cash) | Audit Chair: $15,000; Audit Member: $7,500; Compensation Chair: $12,000; Compensation Member: $6,000; N&G Chair: $10,000; N&G Member: $5,000 |
Performance Compensation
| Instrument | Grant Type | Grant Date | Quantity | Grant Date Fair Value ($) | Strike Price | Vesting |
|---|---|---|---|---|---|---|
| Stock Options | IPO Award | 2024 (at IPO) | 15,000 (outstanding) | $218,578 (2024 option award accounting value) | $18.00 (IPO price) | Vests on earlier of next annual meeting or one year post grant, subject to service |
- Non‑employee director equity program: Initial Grant of 30,000 options at first appointment vesting over 3 years in equal annual tranches; Annual Grant of 15,000 options each year vesting at one year/next annual meeting; IPO Award of 15,000 options at the public offering price with one‑year/next annual meeting vesting .
Other Directorships & Interlocks
| Relationship | Detail |
|---|---|
| VC affiliation | Managing Member of Longitude Capital Partners IV, LLC (GP of Longitude Venture Partners IV, L.P. (LVP IV)) which holds BIOA shares; Enright may be deemed to share voting, investment, and dispositive power; beneficial ownership disclaimed except for pecuniary interest . |
| Audit Committee oversight | Audit Committee reviews related‑person transactions and approves them; composition includes Enright as member . |
Expertise & Qualifications
- Venture capital and board governance across clinical‑stage biotechs; prior operating experience at large pharma and biotech .
- Financial literacy (Audit Committee members are financially literate under Nasdaq/SEC criteria) .
- Education: Stanford University (B.S., Biological Sciences); Wharton (MBA) .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Breakdown |
|---|---|---|---|
| Patrick Enright | 1,725,589 | 4.81% | 15,000 options exercisable within 60 days; 1,710,589 shares held by LVP IV (affiliated fund) |
| All directors and officers (10 persons) | 8,029,983 | 20.82% | 5,318,179 shares + 2,711,804 options exercisable within 60 days |
- Anti‑hedging policy: Directors are prohibited from hedging transactions in company stock (e.g., collars, swaps, forwards) under Insider Trading Policy .
- Pledging: No pledging disclosure is provided in the proxy .
Related Party Transactions (Interests and Potential Conflicts)
| Transaction | Party | Amount/Terms |
|---|---|---|
| Series D Preferred Stock financing (Feb 2024) | Entities affiliated with Longitude Venture Partners IV, L.P. | 5,848,637 Series D shares purchased for $19,999,999 |
| IPO participation (Sept 26, 2024) | Longitude Venture Partners IV, L.P. | 400,000 shares purchased at $18.00 per share ($7,200,000) |
| Investors’ Rights Agreement | Preferred holders incl. director‑affiliated entities | Ongoing registration rights post‑IPO under IRA |
| Directed Share Program | Directors/affiliates eligible | Up to 5% of IPO shares reserved; 180‑day lock‑up for participants |
- Policy safeguards: Related person transactions reviewed/approved by Audit Committee or independent directors; evaluation includes arm’s‑length terms and extent of related person’s interest .
Compensation Committee Analysis (Process/Conflicts)
- Consultant: Alpine Rewards LLC engaged for peer group, benchmarking, and compensation program design; Compensation Committee determined no conflict of interest; 2024 fees totaled $125,000 .
- Clawback: Board adopted SEC Rule 10D‑1‑compliant Compensation Recovery Policy on September 9, 2024 for Section 16 officers; recoupment applied to incentive pay over 3 prior years upon a restatement .
- EGC status: As an Emerging Growth Company and Smaller Reporting Company, BIOA provides reduced executive compensation disclosure and is not required to have say‑on‑pay advisory votes .
Governance Assessment
- Strengths
- Independence and audit oversight: Enright is an independent director and serves on a financially literate Audit Committee that oversees internal control, disclosure controls, cybersecurity, and related‑party transactions .
- Attendance and engagement: The Board and committees met regularly in 2024, with each director attending at least 75% of applicable meetings; independent directors meet in executive session .
- Alignment: Material personal/fund ownership (4.81%) indicates meaningful economic alignment; anti‑hedging policy enhances alignment .
- Watch‑items / RED FLAGS
- Related‑party exposure: Enright’s fund (LVP IV) is a >5% holder and participated in the Series D financing and IPO, creating potential conflicts or dual fiduciary duties; mitigants include independence, Audit Committee review, and formal related‑party policy, but continued monitoring is warranted .
- Committee concentration: With Audit Committee membership including venture/VC‑affiliated directors (Enright, Pande), scrutiny of transactions involving investor affiliates requires robust recusal and process documentation .
- Other notes
- No director‑specific pledging disclosures; anti‑hedging is prohibited .
- Nominating & Governance Committee did not meet in 2024, which may signal limited cadence on board evaluations or governance updates; context: company’s recent IPO and ramp‑up period .
Director Compensation (Detail)
| Name | Fees Earned/Paid in Cash ($) | Option Awards ($) | Total ($) |
|---|---|---|---|
| Patrick Enright | $12,520 | $218,578 | $231,098 |
Equity Awards Outstanding (Directors)
| Director | Options Outstanding (shares) |
|---|---|
| Patrick Enright | 15,000 |
Board & Committee Attendance Snapshot (2024)
| Body | Meetings Held | Attendance |
|---|---|---|
| Board of Directors | 7 | ≥75% by each director |
| Audit Committee | 4 | ≥75% by each member |
| Compensation Committee | 4 | ≥75% by each member |
| Nominating & Governance Committee | 0 | N/A |
Equity Ownership Detail (Patrick Enright)
| Component | Shares | Notes |
|---|---|---|
| Options exercisable within 60 days | 15,000 | Held directly |
| Common shares via LVP IV | 1,710,589 | Held by Longitude Venture Partners IV, L.P.; GP is Longitude Capital Partners IV, LLC (managing members: Juliet Tammenoms Bakker and Patrick G. Enright); beneficial ownership disclaimed except for pecuniary interest |
| Total beneficial ownership | 1,725,589 | 4.81% of outstanding shares |
Insider Filings
- Section 16 compliance: Company disclosed certain delinquent reports for other insiders (Shane Barton, Rekha Hemrajani, Eric Morgen), with no mention of delinquencies for Enright in 2024 filings .
Additional Governance Policies
- Corporate Governance Guidelines and committee charters available on BIOA’s IR site; Audit/Compensation/Nominating committees structured per Nasdaq standards .
Overall, Enright brings deep life sciences investment and operating experience with meaningful ownership alignment but presents ongoing related‑party exposure via his fund’s large holdings and transactional participation; strong committee oversight and adherence to related‑party policies are critical to maintain investor confidence .