Brendan Delaney
About Brendan Delaney
Brendan Delaney, MBA, age 49 as of April 1, 2024, has served on BeyondSpring Inc.’s board since July 2021 and is classified by the board as an independent director under Nasdaq rules, with a disclosed exception for audit committee independence during a 2021–2022 consulting period . He holds an MBA from NYU Stern and a B.A. in Biology from Rutgers; he currently serves as an independent consultant to emerging biotech companies and previously held senior commercial roles including Chief Executive Officer and Chief Operating Officer at Aadi Bioscience .
Past Roles
| Organization | Role | Tenure/Context | Committees/Impact |
|---|---|---|---|
| Aadi Bioscience | COO; later CEO | Prior to 2024; now independent consultant | Led operations and later leadership; commercial expertise |
| Constellation Pharmaceuticals | Chief Commercial Officer | Acquired by MorphoSys for $1.4B in June 2021 | Led commercial organization; M&A outcome underscores execution track record |
| Immunomedics | Chief Commercial Officer | Acquired by Gilead for $21B in Sep 2020 | Led launch of Trodelvy (first TROP-2 ADC for TNBC) |
| Celgene | VP, U.S. Hematology-Oncology | Prior role | Commercial leadership across hematology-oncology |
| Novartis Oncology; Genentech | Various commercial roles | Prior roles | Multiple blockbuster product launches |
External Roles
| Organization | Role | Committees/Impact |
|---|---|---|
| MJH Life Sciences (medical media) | Director | Board service; no committee details disclosed |
Board Governance
- Committee assignments: Audit Committee member; committee is chaired by Patrick Fabbio .
- Independence: Board determined Delaney “independent” under Nasdaq; however, he was not independent for audit committee purposes from Nov 6, 2021 to Nov 6, 2022 due to a consulting agreement with the Company .
- Nominating & Corporate Governance and Compensation Committees: Membership limited to other directors; Delaney is not listed as a member of these committees .
- Director agreement termination terms: Director Agreements do not provide any benefits upon termination of service .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Director Cash Retainer | $40,000 | Standard for non-employee directors (pro-rated for partial year) |
| Audit Committee Member Fee | $8,000 | Additional annual cash retainer (chair: $16,000) |
| Compensation Committee Member Fee | $6,000 | Additional annual cash retainer (chair: $12,000) |
| Nominating & Corporate Governance Committee Member Fee | $4,000 | Additional annual cash retainer (chair: $8,000) |
Application to Delaney: As an Audit Committee member, Delaney is eligible for the $8,000 audit committee member fee (non-chair) in addition to the $40,000 annual director retainer .
Performance Compensation
| Grant Date | Type | Number of Options | Exercise Price | Expiration | Vesting Status |
|---|---|---|---|---|---|
| Jul 7, 2021 | Initial director options | 20,000 | $9.62 | 07/07/2031 | 13,333 vested / 6,667 unvested as of 04/01/2024 |
| Jan 1, 2022 | Annual director options | 5,000 | $4.53 | 01/01/2032 | Listed as exercisable holdings line item |
| Mar 7, 2022 | Ad-hoc committee service options | 10,000 | $1.99 | 03/07/2032 | Granted for services on ad-hoc committees |
| Feb 10, 2023 | Annual director options | 15,000 | $2.68 | 02/10/2033 | One-year vesting per Director Agreement |
| May 8, 2023 | One-time options | 25,000 | $0.9835 | 05/08/2033 | One-time grant to non-employee directors |
| Dec 18, 2023 | Options in respect of partial 2023 cash compensation | 19,875 | $0.99 | 12/18/2033 | Unvested as disclosed in totals by grant |
| Jan 1, 2024 | Annual director options | 10,000 | $0.90 | 01/01/2034 | Unvested line item |
- Director equity program terms: Initial 20,000 options vest in three equal annual installments; annual 10,000 options grant vests after one year; options granted at fair market value per share on grant date under the 2017 Omnibus Incentive Plan .
Consulting Compensation (Related to Potential Conflict)
| Agreement | Term | Compensation | Form/Elections | Grant Details |
|---|---|---|---|---|
| Brendan Delaney Consulting Agreement | 11/06/2021–11/06/2022 | $120,000 annual | Elect cash or nonqualified options (Black-Scholes value) | 2,673 options granted 11/06/2021 at $15.18; forfeited Feb 2023 unexercised; 2022 paid in cash |
Performance metrics: Director option vesting is time-based; no revenue/EBITDA/TSR performance metrics disclosed for director grants .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Exposure |
|---|---|---|---|
| MJH Life Sciences | Private | Director | Medical media; no disclosed transactions with BeyondSpring |
Expertise & Qualifications
- 25+ years of global oncology commercial leadership; led multiple blockbuster launches at Genentech and Novartis .
- Proven M&A exit track record: Constellation (acquired by MorphoSys for $1.4B) and Immunomedics (acquired by Gilead for $21B); led Trodelvy launch at Immunomedics .
- Current engagement as independent biotech consultant indicates ongoing market connectivity and commercialization expertise .
Equity Ownership
| As-of Date | Ordinary Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| April 1, 2024 | 68,333 | <1% | Based on 39,029,163 shares outstanding; footnote denotes less than 1% |
Options Held (as of April 1, 2024)
| Vested | Unvested | Exercise Price | Expiration |
|---|---|---|---|
| 13,333 | 6,667 | $9.62 | 07/07/2031 |
| 5,000 | — | $4.53 | 01/01/2032 |
| 10,000 | — | $1.99 | 03/07/2032 |
| 15,000 | — | $2.68 | 02/10/2033 |
| 25,000 | — | $0.9835 | 05/08/2033 |
| — | 14,906 | $0.99 | 12/18/2033 |
| — | 10,000 | $0.90 | 01/01/2034 |
No share pledging disclosures were identified in the referenced filings; stock ownership guidelines for directors not disclosed .
Governance Assessment
- Board effectiveness and engagement: Active Audit Committee service; additional ad-hoc committee service recognized via option grant (10,000 on Mar 7, 2022), signaling deeper project engagement beyond standard duties .
- Independence: Board deems Delaney independent; however, audit committee independence exception during the 11/06/2021–11/06/2022 consulting period is a governance sensitivity (audit committees require heightened independence) .
- Director pay structure: Balanced cash retainer ($40k) plus committee fees and annual equity grants (10k options), aligning compensation with service level and time-based equity vesting .
- Alignment: Beneficial ownership is <1%; substantial outstanding options include low exercise-price grants from 2023–2024, providing potential upside alignment if share price appreciates .
- Contract terms: Director Agreements provide no termination benefits, consistent with shareholder-friendly governance practices .
- Compensation benchmarking: Company engaged Aon in 2020 to recalibrate director compensation to peer norms—proactive governance oversight of pay competitiveness .
RED FLAGS
- Consulting relationship while serving on the Audit Committee (Nov 2021–Nov 2022) created an independence exception under Nasdaq/Rule 10A-3—heightened conflict-of-interest risk for financial oversight during that period .
- Very limited direct share ownership (<1%), which can be perceived as reduced “skin in the game,” though offset in part by option exposure .
Not disclosed
- Board meeting attendance rates, meeting fees, director stock ownership guidelines, any hedging/pledging policies, and say-on-pay outcomes were not disclosed in the referenced documents .