Gregory Weinhoff
About Gregory Weinhoff
Gregory Weinhoff, M.D., M.B.A., is Centessa Pharmaceuticals’ Chief Business Officer (since June 2024) and previously served as Chief Financial Officer (March 2021–June 2024). He holds an A.B. in economics from Harvard College, an M.D. from Harvard Medical School, and an M.B.A. from Harvard Business School; he is 54 years old as of April 24, 2025, and remains an executive officer of the company . He joined Centessa on March 1, 2021, transitioning from CFO to CBO in 2024 and brings prior CFO/CBO experience at Arvelle Therapeutics and Axovant Sciences, plus healthcare investing and banking roles; the proxy does not disclose Weinhoff-specific TSR or revenue/EBITDA performance metrics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Arvelle Therapeutics, B.V. | Co-Founder; Chief Financial Officer; Chief Business Officer | Feb 2019–Feb 2021 | Co-founded and led finance/business functions at a neuroscience-focused biotech |
| Axovant Sciences, Inc. | Chief Financial Officer | Aug 2015–Jun 2019 | Led public-company finance during portfolio and business development initiatives |
| Collinson Howe/CHL Medical Partners | Investment professional; Member of General Partners | 2001–Aug 2015 | Long-tenured healthcare investing across VC funds |
| J.H. Whitney & Co. | Senior Associate (Private Equity) | 2000–2001 | Private equity investments in healthcare technology/services |
| Morgan Stanley (Healthcare Corporate Finance) | Financial Analyst | Pre-graduate training | Sell-side healthcare corporate finance foundation |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CHL Medical Partners affiliated funds | Member of General Partners | 2001–Aug 2015 | Governance and investment decision-making across VC funds |
Fixed Compensation
| Element | 2021 | 2022 | Notes |
|---|---|---|---|
| Base Salary ($) | $375,000 | $465,800 | 2022 employment agreement sets current base at $486,800 |
| Target Bonus (%) | Not disclosed | 40% of base salary | Under Senior Executive Cash Incentive Bonus Plan |
| Actual Bonus Paid ($) | $150,904 | $177,004 | Discretionary based on corporate/individual goals |
Performance Compensation
| Component | 2021 | 2022 | Vesting/Key Terms |
|---|---|---|---|
| Stock Awards ($) | — | $1,189,100 | RSU grant date fair value per ASC 718; actual value realized depends on share price at vesting |
| Option Awards ($) | $3,506,104 | $1,464,965 | Options at fair market value on grant; vesting tied to continued service; change-of-control acceleration as outlined in employment agreement |
Notes on performance metrics and payout calibration:
- Annual bonus plan considers operational and financial objectives including program advancement, team/infrastructure/corporate governance, and achievement of financial budget goals; company discloses framework but not Weinhoff-specific weighting/targets .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (shares; %) | 1,254,715 shares; 0.93% of outstanding as of April 24, 2025 |
| Composition | 71,984 shares held directly; 863,071 options (exercisable within 60 days); 319,660 options held by the Gregory Weinhoff 2017 Trust (SLAT), exercisable within 60 days |
| Vested vs unvested | Beneficial ownership includes options exercisable within 60 days; unvested amounts not disclosed |
| Pledging/Hedging policy | Company identifies margin/pledge risks and prohibits derivative transactions and purchases of derivative securities; no explicit pledge permissions disclosed |
| Lock-up | Weinhoff is listed as a “Lock-Up Party” in the November 13, 2025 follow-on offering 8-K; standard lock-up restrictions apply per exhibit |
Employment Terms
- Employment Agreements: Initial offer letter (Feb 27, 2021) provided 100% vesting of unvested equity grants upon change in control (subject to continued service through the date) and severance upon qualifying termination of 12 months’ base salary plus employer COBRA contributions .
- Amended Employment Agreement (Mar 29, 2022): Base salary $486,800; target annual bonus 40% of base salary; severance if terminated without cause or resigns for good reason outside one year post-sale event includes 12 months’ salary continuation and employer COBRA contributions; within one year post-sale event, lump sum equal to 12 months’ base salary plus 100% of target bonus, 100% acceleration of time-based equity awards granted on/after Feb 1, 2022, and employer COBRA contributions; 280G “best net” cutback applies .
- Executive Severance Plan: Outside change-in-control period, Tier 2 officers receive 12 months base salary and 12 months benefits continuation; in change-in-control period, Tier 2 officers receive 12 months base salary plus 100% of target bonus and 12 months benefits continuation; full acceleration of time-based awards; performance awards deemed at target; 280G cutback if beneficial .
- Clawback/Malus: Company adopted a Dodd-Frank 10D-compliant Compensation Recovery Policy (Oct 2023) requiring recovery of erroneously awarded incentive-based compensation after restatements; malus/clawback apply to bonuses and share awards for one year post-payment/vesting (extendable for ongoing investigations) .
Investment Implications
- Strong equity alignment with 1.25M beneficial shares including a large pool of exercisable options suggests meaningful sensitivity to share price but could represent future supply if exercised and sold; the November 2025 lock-up provides near-term selling constraints following the offering .
- Cash vs equity mix in 2021–2022 is heavily equity-oriented (options and RSUs), consistent with early-stage biotech incentive structures; pay outcomes are discretionary within a defined framework rather than rigid financial KPIs, implying qualitative performance assessment .
- Change-of-control protections (cash severance and accelerated vesting) are standard-tier and subject to 280G cutback, limiting tax gross-up risks and reducing egregious parachute exposure; severance terms may lower departure friction but also create retention through equity vesting mechanics .
- Pledging and hedging are restricted via insider trading policy, reducing alignment risk; absence of explicit ownership guidelines disclosure limits assessment of required “skin-in-the-game” thresholds .