William Enright
Chief Executive Officer and Principal Financial Officer at Barinthus Biotherapeutics
CEO
Executive
Board
About William Enright
William “Bill” Enright (age 62) is Chief Executive Officer and Director of Barinthus Biotherapeutics plc (NASDAQ: BRNS), serving as CEO and on the Board since August 2019; he was appointed Executive Director on March 22, 2021 and re‑appointed on May 10, 2024 . He holds an MA and BS in Biology from SUNY Buffalo and an MS in Business Management from Johns Hopkins University; prior roles span Altimmune (CEO/President/Director), GenVec (Head of Business Development and other roles), and 12 years at Life Technologies (now Thermo Fisher) across licensing, business management, manufacturing, and research . Performance context: in 2024, his annual bonus paid out at 80% of maximum (max opportunity 60% of salary), and his long‑term equity awards were time‑based with 100% vesting outcomes for the period; the Board also approved a 3% salary increase to $654,432 for 2025 and a 600,000‑option grant at $1.00 in January 2025 . Strategic execution highlights under his tenure include a 2025 pivot to immunology/autoimmunity, UK footprint and workforce reduction to extend runway, partnering efforts for VTP‑300, and a proposed all‑stock combination with Clywedog Therapeutics to diversify the pipeline and investor base .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Altimmune, Inc. | Chief Executive, President, Director | 2008–2018 | Led public biopharma across development and corporate milestones |
| GenVec, Inc. (acq. by Precigen) | Head of Business Development; prior roles | Various | Built/managed BD function; prior roles across the organization |
| Life Technologies, Inc. (acq. by Thermo Fisher) | Senior roles in licensing, business management, manufacturing, research | 12 years | Commercial and operational leadership across multiple functions |
| Consulting/Bench Scientist | Consultant; bench scientist | Various | Early career scientific and advisory experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| BullFrog AI, Inc. | Non‑Executive Director; Chair, Compensation Committee | Since Feb 2023 | Governance and compensation oversight at a public AI‑driven company |
| GenousAI | Advisory Board Member | Since Mar 2024 | Advisory input on AI initiatives relevant to biotech |
Fixed Compensation
| Metric | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | 610,000 | 634,400 | Salary increased to $634,000 effective Jan 1, 2024 |
| Taxable Benefits ($) | 30,000 | 30,000 | Health insurance |
| Pension/Retirement ($) | 21,000 | 17,000 | 401(k) company match; CEO participates in 401(k) similar to US employees |
| Total Fixed ($) | 661,000 | 681,000 | Sum of salary, taxable benefits, pension |
| 2025 Base Salary Plan ($) | — | 654,432 | Committee approved 3% increase for 2025 |
Performance Compensation
Annual Cash Bonus (Structure and 2024 Outcome)
| Item | 2024 Detail |
|---|---|
| Target Opportunity | 60% of base salary |
| Corporate Metrics and Weights | Pipeline 40%; Finance/BD/IR 30%; Communication/Operational Excellence/Organizational Culture 20%; Innovation 10% |
| Performance Period | FY2024; paid in cash (Feb 2025) |
| Payout Result | 80% of maximum; CEO actual bonus $304,512 (80% × 60% × $634,400) |
| Clawback | Recovery policy adopted Nov 9, 2023 per SEC requirements |
Detailed metric table (FY2024):
| Metric | Weight | Target | Actual | Payout | Vesting/Payment Timing |
|---|---|---|---|---|---|
| Pipeline (VTP‑300 HBV, VTP‑200 HPV, VTP‑1000 celiac) | 40% | Corporate targets set by Committee | Not numerically disclosed | Contributed to 80% of max overall | Paid Feb 2025 |
| Finance/BD/IR (cash runway mgmt, partnerships, investor interactions) | 30% | Committee‑set | Not numerically disclosed | Included in 80% of max | Paid Feb 2025 |
| Communications/Operational Excellence/ESG | 20% | Committee‑set | Not numerically disclosed | Included in 80% of max | Paid Feb 2025 |
| Innovation (platform, preclinical PoC) | 10% | Committee‑set | Not numerically disclosed | Included in 80% of max | Paid Feb 2025 |
Long‑Term Equity (Grants and Outstanding Awards)
Grants
| Grant Date | Type | Shares/Options | Exercise Price | Vesting | Expiration | Notes |
|---|---|---|---|---|---|---|
| Jan 2, 2024 | Options | 443,981 | $3.70 | 3 equal annual installments through Jan 2, 2027 (service‑based) | Jan 2, 2034 | No performance conditions |
| Jan 2025 | Options | 600,000 | $1.00 | 3 equal annual installments from anniversary of vesting date (service‑based) | Not stated | Committee approved in Jan 2025 |
Outstanding options at FY2024 end (CEO)
| Vesting Commencement | Exercisable | Unexercisable | Exercise Price | Expiration |
|---|---|---|---|---|
| Apr 29, 2021 | 176,130 | — | $17.00 | May 1, 2031 |
| Jan 3, 2022 | 239,736 | 119,869 | $11.12 | Mar 14, 2032 |
| Jan 3, 2023 | 146,667 | 293,333 | $2.40 | Jan 3, 2033 |
| Jan 2, 2024 | — | 443,981 | $3.70 | Jan 2, 2034 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Apr 14, 2025) | 2,220,440 shares (5.4% of outstanding 40,339,395) |
| Ownership Breakdown | 728,454 shares (Enright Family 2021 Irrevocable Trust); 514,923 shares (William Enright Revocable Trust); 977,063 options exercisable within 60 days |
| FY2024 Year‑End Holdings (audited) | Shares: 1,243,377; Unvested options: 857,183; Vested but unexercised options: 562,533 |
| Hedging/Pledging | Company policy includes a prohibition on hedging and/or pledging company stock |
| Insider Trading Windows | Policy governs insider transactions for officers/directors |
| Lock‑up/Trading Plans (merger context) | 2025 lock‑up agreement restricts Transfers of “Lock‑Up Shares”; 10b5‑1 plans may be established but cannot effect Transfers during the Lock‑Up Period; required statements in any mandatory filings |
| Director Fees | CEO receives no additional compensation for Board service |
Employment Terms
| Provision | Core Terms |
|---|---|
| Employment Agreement | New agreement dated Apr 12, 2021, effective on IPO closing (May 2021) |
| Term/Notice | Indefinite; notice period not to exceed 12 months; Company may pay in lieu of notice |
| Severance (non‑CIC) | If terminated without cause or resigns for good reason: 12 months’ base salary paid over 12 months; prior‑year earned bonus if termination after year‑end but before payment; up to 12 months COBRA at active rates (earlier if eligible elsewhere/COBRA ends) |
| Change‑in‑Control (CIC) | Double trigger within 12 months post‑CIC: lump‑sum 1.5× (base salary + annual target bonus), plus up to 18 months COBRA at active rates; time‑based equity vests in full on termination |
| Restrictive Covenants | Confidentiality, IP assignment, 12‑month non‑solicit and non‑compete |
| Benefits | Health, dental, vision, disability, life insurance; 401(k) with company match (currently up to 5% of salary) |
Board Governance
- Board role and tenure: CEO and Director since Aug 2019; Executive Director since Mar 22, 2021; re‑appointed May 10, 2024 .
- Leadership structure: CEO and Chairman roles are separated; Robin Wright is independent Chairman; independent directors meet in executive sessions .
- Independence: Of seven directors, all except William Enright and Alex Hammacher are independent under Nasdaq rules .
- Committees: Enright is not listed on Audit, Compensation, or Nominating/Governance committees; chairs are Robin Wright (Audit), Anne M. Phillips (Compensation), Pierre A. Morgon (Nominating/Governance) .
- Attendance: Seven full Board meetings were held in 2024; all directors attended at least nine meetings in aggregate of the Board and their committees .
- Director compensation: CEO receives no director fees; non‑executive director fee/equity framework detailed in proxy .
Compensation Committee Analysis
- Composition and independence: Compensation Committee chaired by Anne M. Phillips, with Robin Wright and Joseph C. Scheeren; all independent under Nasdaq rules .
- Consultant: Aon’s Rewards Solutions engaged in 2024–2025; approx. £28k in 2024; Committee determined Aon independent with no conflicts .
- Policy design: CEO annual bonus max 60% of salary; equity awards currently service‑based (Committee may add performance in future); company adopted a clawback policy on Nov 9, 2023 .
Performance & Track Record
- Strategic pivot (2025): Focus on broadening SNAP‑TI platform into autoimmunity; seeking partners for VTP‑300; workforce reduction and UK footprint adjustment to align spend .
- Corporate development (2025): Proposed all‑stock combination with Clywedog Therapeutics to diversify into metabolic and autoimmune diseases; four data milestones expected within 18 months post‑close; anticipated new ticker CLYD if closed in 1H26 .
- Operating discipline: FY2024 employee costs and R&D each decreased 6% year‑over‑year, reflecting tighter spend under management .
- Governance/compliance: Section 906 SOX certifications signed; routine Section 16 compliance noted with limited exceptions (related to another officer) .
Director/Officer Ownership Snapshot
| Holder | Shares/ADS Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| William Enright | 2,220,440 | 5.4% | Includes 977,063 options exercisable within 60 days; trust holdings disclosed |
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited under company policy (alignment positive) .
- Clawback: Policy adopted Nov 9, 2023 (shareholder‑friendly control) .
- Equity structure: CEO’s LTI largely service‑based options (limited explicit performance linkage) .
- Related‑party transactions: None material beyond ordinary compensation and noted items; policy requires Audit Committee approval .
- Legal/adverse proceedings: Company indicates no material adverse proceedings involving directors/officers .
- Lock‑up constraints: 2025 lock‑up tied to proposed combination may reduce near‑term selling pressure; 10b5‑1 plans cannot transfer during the Lock‑Up Period .
Investment Implications
- Pay-for-performance alignment: Annual bonus tied to strategic execution with a structured metric mix; 2024 payout at 80% of max indicates above‑target execution, while equity remains primarily time‑based (less explicit TSR/financial linkage) .
- Retention and selling pressure: Multi‑year vesting on sizable 2024 and 2025 option grants, lock‑up restrictions related to the proposed merger, and anti‑hedging/pledging policy collectively lower near‑term selling pressure and support retention; severance/CIC terms are market‑consistent with double‑trigger protection .
- Ownership alignment: 5.4% beneficial ownership (trusts and options) provides meaningful skin‑in‑the‑game, reinforced by no director fees and a clawback policy; however, lack of performance‑conditioned equity may dilute outcome sensitivity to shareholder returns .
- Governance quality: Separation of Chair/CEO, independent committees, and use of an independent comp consultant are positives; Enright is non‑independent but not on key committees, tempering dual‑role concerns .
- Execution risk/catalysts: Strategy shift and proposed Clywedog transaction diversify assets and investor base but introduce integration/execution risk; multiple mid‑term data milestones and partnering outcomes are the principal share‑price levers in the next 12–18 months .