Arjun Desai
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Johnson & Johnson (JLABS) | Global VP, External Innovation; COO, Center for Device Innovation | 2016–2018 | Built 12 offices globally; >500 early-stage assets across devices, pharma, consumer tech |
| Insightec | Senior executive; Chief Strategic Innovation Officer (per Clene listing) | Since 2018 | Leads teams across Israel, Europe, US, Japan, China; strategy, pharma partnerships, global market access & reimbursement |
| Stanford University | Clinical instructor and Biodesign Program faculty | Not disclosed | Clinical/innovation training roles |
| Profusa; Qool Therapeutics; Incline Therapeutics; Avinger | Founding/early team member | Not disclosed | Multiple early-stage med/biotech roles |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| TriSalus Life Sciences (TLSI) | Director | Public (NYSE: TLSI) | Oncology/biotech; also a Clene director (Matlin) serves on TLSI’s board (interlock) |
| Obvius Robotics | Board Chairman | Private | Health-tech robotics |
| PathologyWatch | Director | Private | Digital pathology |
| Tympa Health | Director | Private | ENT diagnostics |
| Wesper | Director | Private | Sleep diagnostics |
| Empyrean Neuroscience | Senior Advisor (co-founder; CRISPR Therapeutics) | Private | Neuro-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 .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Compensation Committee | Member | 2 |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| 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 Directors | 10,000 | 17,500 |
| Audit Committee | 1,875 | 3,750 |
| Compensation Committee | 1,500 | 3,000 |
| Nominating & Governance | 1,000 | 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
| Metric | 2024 (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 days | — | 17,452 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
| Item | 2024 Votes | 2025 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-Votes | 22,570,566 | 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 .