Mark J. Enyedy
BIOMARIN PHARMACEUTICALAbout Mark J. Enyedy
Independent director at BioMarin (BMRN) since December 2023; age 61. Former President & CEO of ImmunoGen through its sale to AbbVie (Feb 2024), with prior senior roles at Shire (EVP, Head of Corporate Development), Proteostasis (CEO/director), and 15 years at Genzyme; earlier a corporate attorney at Palmer & Dodge. Education: B.S., Northeastern University; J.D., Harvard Law School . The Board has determined he is independent; nine of ten 2025 director nominees are independent .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ImmunoGen, Inc. | President & Chief Executive Officer | May 2016 – Feb 2024 | Led company until acquisition by AbbVie; public company CEO experience |
| Shire plc | Executive Vice President; Head of Corporate Development | Aug 2013 – May 2016 (EVP & Head Corp Dev May 2014 – May 2016) | Global BD/M&A leadership |
| Proteostasis Therapeutics, Inc. | Chief Executive Officer; Director | Sept 2011 – Aug 2013 | Public biotech leadership |
| Genzyme Corporation | Various executive roles | ~15 years (prior to 2011) | Large-cap biotech operating and BD experience |
| Palmer & Dodge (Boston) | Associate (Corporate/Life Sciences) | Prior to Genzyme | Legal foundation (transactions, governance) |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| Eden Topco Limited (holding co. for Ergomed plc) | Director | Private | Current | Current directorship |
| Ergomed plc | Director | Public | Within past 5 years | CRO/pharma services; prior directorship |
| LogicBio Therapeutics, Inc. | Director | Public | Within past 5 years | Prior directorship |
| Akebia Therapeutics, Inc. | Director | Public | Within past 5 years | Prior directorship |
| Fate Therapeutics, Inc. | Director | Public | Historical | Prior directorship |
| Keryx Biopharmaceuticals, Inc. | Director | Public | Historical | Prior directorship |
| American Cancer Society of Eastern New England | Director | Non-profit | Historical | Prior board service |
| Biotechnology Innovation Organization (BIO) | Board member | Non-profit/Trade | Historical | Prior board service |
Board Governance
- Committee memberships (2024-2025): Audit Committee (member); Corporate Governance & Nominating (CGN) Committee (member); Transactions & Strategy (TS) Committee (member) .
- Expected chair role: Board expects to appoint Enyedy as Chair of the CGN Committee following the 2025 Annual Meeting (May 20, 2025) .
- Independence: Board affirms independence for all directors other than the CEO; standing committees are 100% independent .
- Attendance and engagement: The Board met 10 times in 2024; Independent Directors held regular executive sessions; each director attended at least 75% of aggregate Board and committee meetings for their service period .
- Committee activity levels (context for workload): Audit (8 meetings in 2024); Compensation (8); CGN (10); Science & Technology (4); Transactions & Strategy (0, formed Oct 2024) .
- Shareholder-aligned governance updates: Majority voting standard adopted for uncontested director elections with resignation policy (Feb 2025) .
Committee assignments detail
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Audit | Member | 8 | Oversees financial reporting, cybersecurity risk, related-party review |
| Corporate Governance & Nominating (CGN) | Member; expected Chair post-Annual Meeting | 10 | ESG oversight; board composition; conflicts review |
| Transactions & Strategy (TS) | Member | 0 (formed Oct 2024) | Reviews strategy and significant transactions |
Fixed Compensation
| Year | Cash Fees ($) | Notes |
|---|---|---|
| 2024 | 96,125 | Includes Board and committee retainers (paid quarterly in arrears) |
Reference fee schedule for context (applies company-wide):
- Committee retainers (annual): Audit Chair $26,500 / Member $13,500; Compensation Chair $24,000 / Member $12,000; CGN Chair $20,000 / Member $10,000; Science & Technology Chair $20,000 / Member $10,000; Transactions & Strategy Chair $26,500 / Member $13,500. Independent Chair of the Board cash retainer: $80,000 .
Performance Compensation
| Grant Type | Value Basis | Accounting Fair Value (2024) | Units/Status | Vesting |
|---|---|---|---|---|
| Annual RSU grant (Non-Employee Director) | Fixed value of $400,000 converted by 30-day trailing average price at grant | 365,045 | 4,720 RSUs held as of 12/31/2024 | Vests in full immediately prior to next annual meeting; prorated for new directors |
- No director stock options granted since 2017; director equity is delivered solely in RSUs (time-based), discouraging short-term risk-taking .
Other Directorships & Interlocks
| Company/Entity | Overlap With BioMarin | Potential Conflict Indicator |
|---|---|---|
| Eden Topco Limited (Ergomed) | None disclosed | CGN Committee reviews/approves outside board memberships to preempt conflicts . No related-party transactions >$120,000 disclosed since Jan 1, 2024 (other than items related to a former CEO’s consulting), indicating no identified related-party exposure for Enyedy . |
Expertise & Qualifications
- General management and public-company CEO experience (ImmunoGen sale to AbbVie), business development/M&A leadership, and legal background—skills the Board explicitly cites in nominating him .
- Complementary committee fit: governance (CGN), financial/cyber/controls oversight (Audit), and strategy/transactions (TS) .
Equity Ownership
| As of | Common Shares Beneficially Owned | Options/RSUs vesting within 60 days | RSUs Outstanding (Total) | Ownership % | Hedging/Pledging |
|---|---|---|---|---|---|
| March 14, 2025 | 2,180 | — | — | <1% | Company policy prohibits short sales, options, hedging, and margin activities; anti-pledging embedded via margin ban |
| December 31, 2024 | — | — | 4,720 | — | Director ownership guideline: ≥5x cash retainers (compliance by individual not disclosed) |
Notes: “Number of shares subject to options/RSUs” column in the ownership table reflects only those vesting within 60 days; Enyedy had none within that window as of March 14, 2025 .
Governance Assessment
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Strengths and positive signals:
- Multi-committee service (Audit, CGN, Transactions & Strategy) with expected elevation to CGN Chair—positions him at the center of board composition/ESG oversight and strategic review, a positive governance signal during BioMarin’s transformation .
- Independence affirmed; Board and standing committees are overwhelmingly independent; majority voting adopted in 2025 with resignation policy, enhancing accountability to shareholders .
- Attendance threshold met (≥75%); Independent Directors meet in executive session regularly, supporting robust oversight .
- Pay mix is equity-heavy (RSUs), aligning director incentives with long-term shareholder value; no options since 2017; anti-hedging/margin policy in place; director stock ownership guideline at 5x cash retainers .
- No related-party transactions involving Enyedy disclosed; Audit Committee pre-approves/oversees such matters; CGN vets external board roles for conflicts .
-
Watch items / potential risks:
- External directorships are largely historical; current private-company board role (Eden Topco/Ergomed) disclosed, but no conflicts identified—continue monitoring for any BioMarin vendor/customer relationships that could create related-party exposure (none disclosed) .
- Ownership concentration is modest in absolute share count (typical for newer directors); guideline compliance by individual not disclosed—monitor future proxy for status vs. 5x retainer threshold .
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RED FLAGS: None disclosed—no related-party transactions, no attendance shortfalls, no hedging/pledging allowed by policy, no option repricing or director tax gross-ups disclosed .
