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Arjun Desai

Director at CleneClene
Board

About Arjun Desai

Arjun “JJ” Desai, M.D., age 43, has served as an independent director of Clene Inc. since August 2023. A Stanford-trained physician and medical/biotech executive, he previously led external innovation at Johnson & Johnson’s JLABS and holds senior executive responsibilities at Insightec, with board roles across multiple health-tech companies. He is classified as independent under Nasdaq rules and was nominated for re-election as a Class II director at the 2025 annual meeting . The Board met nine times in 2024, and each member (including Desai) attended or participated in at least 75% of meetings and relevant committees; eight directors attended the 2024 annual meeting .

Past Roles

OrganizationRoleTenureCommittees/Impact
Johnson & Johnson (JLABS)Global VP, External Innovation; COO, Center for Device Innovation2016–2018Built 12 offices globally; >500 early-stage assets across devices, pharma, consumer tech
InsightecSenior executive; Chief Strategic Innovation Officer (per Clene listing)Since 2018Leads teams across Israel, Europe, US, Japan, China; strategy, pharma partnerships, global market access & reimbursement
Stanford UniversityClinical instructor and Biodesign Program facultyNot disclosedClinical/innovation training roles
Profusa; Qool Therapeutics; Incline Therapeutics; AvingerFounding/early team memberNot disclosedMultiple early-stage med/biotech roles

External Roles

OrganizationRolePublic/PrivateNotes
TriSalus Life Sciences (TLSI)DirectorPublic (NYSE: TLSI)Oncology/biotech; also a Clene director (Matlin) serves on TLSI’s board (interlock)
Obvius RoboticsBoard ChairmanPrivateHealth-tech robotics
PathologyWatchDirectorPrivateDigital pathology
Tympa HealthDirectorPrivateENT diagnostics
WesperDirectorPrivateSleep diagnostics
Empyrean NeuroscienceSenior Advisor (co-founder; CRISPR Therapeutics)PrivateNeuro-focused biotech

Board Governance

  • Independence: Independent director under Nasdaq rules .
  • Class/term: Class II; nominated for re-election to a term ending at the 2028 annual meeting .
  • Committees: Member, Compensation Committee (chair: Shalom Jacobovitz; members: Alison Mosca, Arjun Desai); committee held two meetings in 2024 and retains FW Cook as independent compensation consultant .
  • Attendance: Board met nine times in 2024; each director met ≥75% attendance; eight directors attended the 2024 annual meeting .
CommitteeRole2024 Meetings
Compensation CommitteeMember2

Fixed Compensation

Metric20232024
Director Option Awards ($)$31,088 $54,806

Director compensation structure (equity-only retainers via stock options):

  • Annual grant: Options for 30,000 shares (adjusted to 1,500 post reverse split) vest over 12 monthly installments; fully vested upon the earlier of a qualifying transaction or next annual meeting; exercise price = closing price on grant date .
  • Quarterly committee service grants: Fully exercisable when granted; Black-Scholes value-based dollar retainer converted to options at grant-date pricing .
Quarterly Retainer (Black-Scholes-equivalent)Member ($)Chair ($)
Board of Directors10,000 17,500
Audit Committee1,875 3,750
Compensation Committee1,500 3,000
Nominating & Governance1,000 2,000

New director initial grant:

  • Before reverse split: 45,000 shares vesting over 36 months; exercise price = closing price at grant .
  • Post-split amendment: 2,250 shares vesting over 36 months .

Performance Compensation

No performance-based metrics are disclosed for director compensation; director pay is structured as option retainers and committee fees converted to options (not contingent on revenue/EBITDA/TSR metrics) .

Other Directorships & Interlocks

  • Interlock: Both Desai and Clene’s Chairman David J. Matlin serve on TriSalus Life Sciences’ board (TLSI), indicating potential information flow and network overlap .
  • No disclosed related-party transactions involving Desai; material related-party items involve other directors/5% holders (e.g., Kensington entities controlled by Alison Mosca; 4Life entities controlled by David Lisonbee) .

Expertise & Qualifications

  • Education: M.D., University of Miami Miller School of Medicine; B.S. in economics, University of Oklahoma .
  • Technical/industry: Biodesign/clinical instruction (Stanford), external innovation leader (J&J JLABS), neuroscience-focused executive (Insightec), multiple medtech/biotech board roles .
  • Board qualifications: Medical/biotech executive experience; selected for medical credentials and biotechnology leadership .

Equity Ownership

Metric2024 (as of Apr 1, 2024)2025 (as of Mar 25, 2025)
Shares Beneficially Owned (#)94,491 18,266
Percentage of Class<1% <1%
Options Outstanding (balance)78,040 outstanding options (Dec 31, 2023)
Options Outstanding (Dec 31, 2024)15,258
Options Exercisable within 60 days17,452 included in beneficial ownership

Notes:

  • Clene effected a 1-for-20 reverse stock split as of July 11, 2024, and aligned director program share counts accordingly (annual grant 1,500; initial grant 2,250) .
  • Company policy strongly discourages hedging transactions by directors/executives .

Say-on-Pay & Shareholder Feedback

Item2024 Votes2025 Votes
Say-on-Pay (For)66,839,731 3,662,992
Say-on-Pay (Against)3,802,191 137,918
Say-on-Pay (Abstain)440,093 59,789
Broker Non-Votes22,570,566 1,744,947
Director Election – Desai (For / Withheld / BNV)3,825,997 / 34,702 / 1,744,947

Related Party Transactions & Conflicts

  • 4Life agreements (license/supply) controlled by 5% holder David Lisonbee; 2024 amendment maintains exclusivity with minimums and 3% royalty; small revenue impact in 2024 ($0.2m product; $0.1m royalty) .
  • December 2024 $10.0m senior secured convertible notes sold to related parties (Kensington Clene 2024, LLC controlled by director Alison Mosca; 4Life; La Scala Investments), include conversion rights and change-in-control cash optionality .
  • October 2024 private placements included purchases by director Matlin and Kensington Clene 2021, LLC (controlled by director Mosca) .
  • No related-party transactions disclosed involving Arjun Desai .

Governance Assessment

  • Positives:

    • Independent director with relevant medical/biotech expertise; active on Compensation Committee; committee uses independent consultant FW Cook .
    • Attendance met Board standards in 2024; strong say-on-pay approval in 2024–2025 supports investor confidence .
    • Director compensation is equity-based (options), providing alignment; program is transparent and adjusted appropriately following reverse split .
  • Watch items / red flags:

    • Interlock: Shared TLSI board service with Clene’s Chairman (Matlin), which may create perceived network interdependencies; monitor for conflicts in transactions or strategy overlaps .
    • Company-level related-party financings with entities controlled by other directors (not Desai) and high potential overhang/dilution metrics, though governance policies require committee oversight; monitor dilution and independence in financing decisions .
  • Policy signals:

    • Clawback policy adopted (Nov 28, 2023) per Nasdaq Rule 10D-1; indicates stronger accountability on incentive pay (primarily applicable to executive officers) .
    • Hedging discouraged for directors/executives; supports alignment .