Eric Aguiar, M.D.
About Eric Aguiar, M.D.
Eric Aguiar, M.D., is Biomea Fusion’s Lead Independent Director (appointed March 2025) and a Class II director with a term expiring at the 2026 annual meeting; he has served on the board since December 2020 and is age 63 . He is a partner at Aisling Capital and previously held senior roles at Thomas, McNerney & Partners, HealthCare Ventures, and served as CEO of Genovo; he holds a B.A. from Cornell, M.D. from Harvard, and is a CFA charterholder and member of the Council on Foreign Relations .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Genovo, Inc. | Chief Executive Officer | 1998–2000 | Led privately held biopharma; operating leadership experience |
| HealthCare Ventures | Managing Director | 2001–2007 | VC investing; biotech governance exposure |
| Thomas, McNerney & Partners | Partner | 2007–2015 | Growth equity/VC; board experience |
| Aisling Capital | Partner | 2016–present | Healthcare VC; portfolio oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BridgeBio Pharma, Inc. (NASDAQ: BBIO) | Director | Since June 2019 | Public company board oversight |
| Biohaven Pharmaceuticals, Inc. (prior to acquisition by Pfizer) | Former Director | Prior to Oct 2022 | Public board experience |
| Eidos Therapeutics, Inc. (merged into BridgeBio) | Former Director | Pre-Jan 2021 merger | Cardiovascular biotech governance |
| Invitae Corporation (NYSE/NASDAQ: NVTA) | Former Director | Prior period not specified | Genomics industry exposure |
| Amarin Corporation plc (NASDAQ: AMRN) | Former Director | Prior period not specified | Cardiovascular therapeutics oversight |
| Garuda Therapeutics, Inc. (private) | Director | Current | Private hematology biotech |
| GondolaBio LLC (private) | Director | Current | Private biotech |
| Council on Foreign Relations | Member | Current | Policy network; international perspective |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Board determined Aguiar is independent under Nasdaq rules (April 2025 review) |
| Lead Independent Director | Lead Independent Director since March 2025; responsibilities include presiding over executive sessions and serving as liaison between CEO and independent directors |
| Committees | Audit Committee Chair; Compensation Committee Member |
| Financial Expertise | Board determined Aguiar is an “audit committee financial expert” per Item 407(d)(5) of Regulation S‑K |
| Attendance (2024) | Board met 3 times; each director attended ≥75% of aggregate board and committee meetings during periods served |
| Committee Meetings (2024) | Audit: 5 meetings; Compensation: 2; Nominating & Gov: 1 |
| Audit Committee Compliance Note | Audit committee currently has 2 members due to CEO appointment; company intends to regain Nasdaq Rule 5605(c)(2)(A) compliance within 180‑day cure period (by Sept 21, 2025) |
Fixed Compensation (Director)
| Component | Amount ($) | Basis |
|---|---|---|
| Non‑Employee Director Annual Retainer | 35,000 | Policy |
| Lead Independent Director Retainer | 15,000 | Policy; Aguiar role |
| Audit Committee Chair Retainer | 15,000 | Policy; Aguiar role |
| Compensation Committee Member Retainer | 5,000 | Policy; Aguiar role |
| Total Cash (2024 actual) | 70,000 | Matches 2024 Director Compensation table; cash paid to Aisling Capital Management, LP |
Director fees paid to his affiliated firm (Aisling Capital Management, LP) is disclosed routing of payments rather than a related‑party transaction; no related‑party transactions above threshold were reported since Jan 1, 2024 .
Performance Compensation (Director)
| Grant Type | 2024 Grant Date Fair Value ($) | Vesting | Change‑in‑Control Treatment | Notes |
|---|---|---|---|---|
| Stock Options (Annual Grant) | 184,996 | Annual Grants vest in full at earlier of 1‑year anniversary or immediately prior to next annual meeting, subject to service | Director option grants vest in full immediately prior to a change in control, subject to service | Company sizes grants by Black‑Scholes value ($185k/yr); initial option grant sized at $360k Black‑Scholes value with 1/36 monthly vesting |
No director performance metrics (e.g., revenue/EBITDA/TSR/ESG) are tied to director compensation; equity is entirely options, not RSUs/PSUs .
Other Directorships & Interlocks
| Company | Relationship to BMEA | Potential Interlock/Conflict Note |
|---|---|---|
| BridgeBio Pharma (BBIO) | External board | No disclosed related‑party transactions between BMEA and BBIO; audit committee reviews/approves related‑party transactions per policy |
| Aisling Capital | Employer; director fees paid to Aisling Capital Management, LP | Payment routing disclosed; no related‑party transactions above $120k threshold since Jan 1, 2024 |
| Multiple prior public boards (Biohaven, Eidos, Invitae, Amarin) | Former roles | Governance experience; no current BMEA transaction ties disclosed |
Expertise & Qualifications
- Medical training (M.D., Harvard), scientific literacy; CFA charterholder adds capital markets rigor; Council on Foreign Relations membership broadens policy/geopolitical perspective .
- Board’s designation as audit committee financial expert supports robust oversight of financial reporting and controls .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial Ownership (shares) | 59,767 | <1% of outstanding; as reported in principal stockholders table |
| Options Exercisable within 60 days (as of Mar 31, 2025) | 59,567 | Footnote disclosure (note numeric discrepancy vs table) |
| Director Options Held (as of Dec 31, 2024) | 110,792 | Aggregate options held by Aguiar |
| Hedging/Pledging | Prohibited for directors under Insider Trading Policy (short sales, derivatives, margin use, pledging) |
Note: The proxy table lists 59,767 shares beneficially owned, while footnote (10) states 59,567 shares exercisable within 60 days; we highlight the issuer‑disclosed discrepancy for completeness .
Governance Assessment
- Board effectiveness: Aguiar is Lead Independent Director, Audit Chair, and Compensation Committee member; designated financial expert; committee activity levels were appropriate (Audit 5x, Comp 2x in 2024). Attendance was ≥75% for all directors, indicating engagement .
- Independence and conflicts: Board deems Aguiar independent; no material related‑party transactions since Jan 1, 2024. Director fee routing to Aisling is disclosed, but not a related‑party transaction under policy thresholds; audit committee pre‑approves related‑party transactions and oversees ethics hotline .
- Compensation alignment: Cash is modest and role‑based ($70k in 2024), with equity solely in options (annual ~$185k fair value), vesting aligned to service and change‑in‑control protection typical for directors. No performance metric linkage to director pay, which is standard; hedging/pledging prohibited—an alignment positive .
- Signals/risks: Temporary audit committee size non‑compliance due to CEO appointment is disclosed with an explicit cure plan by Sept 21, 2025—watch for timely remediation (minor governance risk). Company has an SEC/Nasdaq‑compliant clawback policy (applies to incentive‑based comp for executives upon restatement), bolstering governance culture .
RED FLAGS: None disclosed specific to Aguiar (no Section 16(a) delinquencies; no hedging/pledging; no related‑party transactions). Monitor audit committee reconstitution within cure period and compensation committee composition (includes a significant shareholder representative) for potential influence in pay decisions .