Garen Bohlin
About Garen Bohlin
Independent director (age 77), serving on Collegium Pharmaceutical’s board since 2015; Audit Committee Chair and designated “audit committee financial expert.” Bohlin holds a B.S. in Accounting and Finance from the University of Illinois (1970) and brings ~30 years of biotech executive experience across COO/CEO roles and Big Four accounting partner background .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Constellation Pharmaceuticals | Executive Vice President | Jan 2010 – Apr 2012 | Senior operating leadership during growth phase |
| Sirtris Pharmaceuticals (acquired by GSK) | Chief Operating Officer | Prior to Syntonix | Scaled operations; strategic execution pre-acquisition |
| Syntonix Pharmaceuticals (acquired by Biogen Idec) | President & Chief Executive Officer | Prior to Sirtris | Led company to successful sale; operational and strategic leadership |
| Genetics Institute (acquired by Wyeth) | Executive Management | 14 years | Long-tenured leadership in biotech operations |
| Arthur Andersen & Co. | Partner | 13 years | Accounting/finance expertise foundational to audit oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Karyopharm Therapeutics (NASDAQ: KPTI) | Director | 2013 – present | Current public company directorship |
| Curadel Surgical Innovations (private) | Director | 2020 – present | Private company board experience |
| Acusphere (OTC: ACUS) | Director | 2005 – 2015 | Prior public biotech board |
| Tetraphase (NASDAQ: TTPH) | Director | 2010 – 2020 | Prior public biotech board |
| Proteon Therapeutics (NASDAQ: PRTO) | Director | 2014 – 2020 | Prior public biotech board |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee member; post-2025 meeting reconstituted to also serve on Compliance Committee (Chair: Lurker) .
- Independence: Board majority independent; all committee members independent; Bohlin is the Board’s SEC-defined audit committee financial expert .
- Attendance and engagement: Board held 9 meetings in 2024; each director attended at least 75% of board/committee meetings held during their service; regular executive sessions of independent directors .
- Board activity counts (2024):
| Body | Meetings (2024) |
|---|---|
| Board | 9 |
| Audit | 8 |
| Compensation | 5 |
| Nominating & Corporate Governance | 2 |
| Compliance | 3 |
Fixed Compensation
| Component | Policy | Bohlin 2024 Actual |
|---|---|---|
| Annual cash retainer | $50,000 (paid quarterly) | $80,000 (reflects base plus committee chair/member retainers) |
| Chair retainers | Chairman $60,000; Audit $20,000; Compensation $20,000; Nominating $10,000; Compliance $18,000 | Audit Chair applicable; Compensation member applicable |
| Member retainers | Audit $10,000; Compensation $10,000; Nominating $5,000; Compliance $9,000 | Compensation member applicable |
| Meeting fees | Not specified (retainer-based structure) | Not disclosed (retainer-based) |
Performance Compensation
| Equity | Policy Terms | 2024 Grant/Outstanding |
|---|---|---|
| Annual RSU grant | $275,000 grant at each annual meeting; number of RSUs = $275,000 divided by 30-day average price; vests at next annual meeting or first anniversary | Stock awards (grant date fair value) $259,023; grant-date price $33.67 |
| Outstanding RSUs (aggregate) | N/A | 50,215 shares underlying stock awards outstanding as of 12/31/2024 |
| Options | No new options in director program; options may be outstanding from prior grants | 50,568 options outstanding and exercisable as of 12/31/2024 |
| Clawback | SEC/Nasdaq-compliant clawback for erroneously awarded compensation | Applies |
| Anti-hedging/pledging | Hedging and pledging prohibited; no options repricing | Applies |
Note: Director equity awards are time-based RSUs; no performance metrics (TSR/financial) apply to non-employee director grants .
Other Directorships & Interlocks
| Relationship | Potential Interlock/Conflict | Notes |
|---|---|---|
| Karyopharm Therapeutics (KPTI) director | None disclosed with Collegium’s customers/suppliers | Listed in bio; oncology focus distinct from Collegium’s pain portfolio |
| Related-party transactions | None identified involving Bohlin in “Certain relationships and related party transactions” section | Audit Committee oversees related-party review; policy in place |
Expertise & Qualifications
- Audit and finance: Former Arthur Andersen partner; designated audit committee financial expert .
- Biotech operating leadership: COO/CEO and EVP roles across multiple biopharma companies .
- Education: B.S. in Accounting and Finance, University of Illinois (1970) .
Equity Ownership
| Measure | Amount |
|---|---|
| Beneficial ownership (as of Record Date 3/25/2025) | 60,514 shares |
| Included in beneficial ownership (exercisable/vesting within 60 days) | 58,261 shares (options exercisable and RSUs vesting within 60 days) |
| Options outstanding (exercisable) | 50,568 shares (all exercisable as of 12/31/2024) |
| RSUs outstanding | 50,215 shares underlying stock awards as of 12/31/2024 |
| Ownership guidelines | Non-employee directors: 3× annual cash retainer; all directors/officers compliant or within transition period as of 1/1/2025 |
| Hedging/pledging | Prohibited by policy |
Insider Trades
| Date | Transaction | Shares | Price/Value | Source |
|---|---|---|---|---|
| May 14, 2024 | Sale | 28,985 | ~$936,216 total proceeds | |
| May 19, 2025 (filed) | Form 4 filing (director equity award around annual meeting) | Notional grant reported | $0 grant price typical for RSU entries |
Governance Assessment
- Strengths: Experienced Audit Chair and SEC “financial expert”; robust committee coverage (Audit, Compensation, Compliance) and independent committee composition; formal clawback; anti-hedging/pledging; strong say‑on‑pay support (~99% in 2024) signaling investor alignment .
- Ownership alignment: Compliance with stock ownership guidelines; substantial outstanding RSUs and exercisable options; policy discourages misalignment (no repricing; anti-pledging) .
- Red flags: None disclosed regarding related‑party transactions, pledging, or attendance shortfalls; insider sale in May 2024 (context: ongoing board service; not necessarily misaligned, but monitor cumulative insider selling trends) .
Committee transparency and independence appear strong (independent compensation consultant Alpine Rewards; no interlocks), with regular executive sessions and documented risk oversight. Continued monitoring of external board commitments (KPTI) is prudent, but no direct conflicts are disclosed .