Naimish Patel
CRISPR TherapeuticsAbout Naimish Patel
Naimish Patel, M.D. (age 53) is Chief Medical Officer of CRISPR Therapeutics, appointed May 28, 2024. He previously led Immunology & Inflammation global development at Sanofi, including serving as Global Program Head for dupilumab, and held clinical development roles at AstraZeneca and Vertex; academically, he was faculty at Harvard/BIDMC with an NIH-funded lab. Dr. Patel earned a B.S. in Mechanical Engineering from MIT and an M.D. from McGill; he trained in Internal Medicine at Columbia-Presbyterian and in Pulmonary & Critical Care at Harvard Medical School/BIDMC. These credentials align with CRISPR’s clinical development emphasis across immunology, respiratory, dermatology and gene editing programs .
Company performance context during/around his tenure:
- CRISPR reported 2024 net loss of $366.3 million; 30-day average year-end stock price was $46.13; value of an initial $100 investment (TSR) stood at $64.63 for 2024 (vs. $65.91 stock price metric and $102.78 TSR in 2023) .
| Metric | 2023 | 2024 |
|---|---|---|
| Net (Loss) Income ($USD Thousands) | (153,610) | (366,252) |
| Company Stock Price (30-day avg at year-end, $) | 65.91 | 46.13 |
| Total Shareholder Return (Value of $100) | 102.78 | 64.63 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sanofi | Global Development Therapeutic Area Head, Immunology & Inflammation | Oct 2019–May 2024 | Led development across respiratory, dermatology, GI and rheumatology; oversaw BD/M&A during rapid pipeline expansion . |
| Sanofi | Global Program Head, Dupilumab | Jan 2018–Oct 2019 | Led multiple waves of indication expansion incl. COPD and eosinophilic esophagitis . |
| AstraZeneca | Clinical development/discovery roles | Not disclosed | Advanced programs prior to Sanofi leadership roles . |
| Vertex Pharmaceuticals | Clinical development/discovery roles | Not disclosed | Project leadership roles prior to Sanofi . |
| Harvard/BIDMC | Faculty; NIH-funded lab in translational immunology | Post-fellowship, years not disclosed | Led research on innate lung defense; translational medicine focus . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed | — | — | No public company board roles disclosed for Dr. Patel . |
Fixed Compensation
| Component | 2024 Details | 2025/Forward Details |
|---|---|---|
| Base Salary | Annualized $535,000 approved at hire; actual 2024 salary paid: $319,514 (prorated from May 28 start) . | Base salary as of Jan 1, 2025: $551,050 . |
| Target Bonus % | 45% of base salary . | 45% of base salary (unchanged) . |
| Actual 2024 Bonus | $174,620 (prorated based on start date) . | — |
| One-time/Other Cash | $200,000 one-time payment to offset transition losses; repayable pro rata if terminated for cause or resigned without good reason within 12 months of start . | |
| All Other Compensation | $5,000 legal fee reimbursement related to employment agreement . |
Performance Compensation
Annual Cash Incentive (2024)
| Metric Category | Weight | Target | Outcome/Notes | Payout Factor |
|---|---|---|---|---|
| Program Goals (CAR-T, in vivo, hemoglobinopathies, regenerative medicine) | 65% | Program/commercial milestones (e.g., CASGEVY approvals; CAR-T data; pipeline progress) . | Exceeded base goals; highlights include multiple CASGEVY approvals beyond US; CTX112 R-MAT designation; positive CTX112 data; ongoing CTX310/CTX320 trials . | Total NEO achievement 122% (company + individual) . |
| Platform & Capabilities | 20% | Advance scientific/manufacturing capabilities | Platform and next-gen modalities progressed (e.g., CRISPR-X) . | Included in 122% . |
| G&A Goals | 15% | Fiscal discipline, partnerships/alliances | Managed operations responsibly; built strategic alliances . | Included in 122% . |
- Dr. Patel’s 2024 cash bonus paid: $174,620 (prorated; 122% total achievement factor per Board determination) .
Equity Awards and Vesting
| Grant Date | Instrument | Shares/Options | Exercise/Grant Price | Vesting Schedule | Notes |
|---|---|---|---|---|---|
| 5/28/2024 | RSU | 40,000 | — | Vests in 4 equal annual installments starting on grant anniversary (first vest 5/28/2025), subject to service . | |
| 5/28/2024 | Stock Options | 85,000 | $54.84 | 25% vests at 1-year anniversary (5/28/2025), remainder vests monthly over next 36 months, subject to service . | |
| 10/16/2024 | Stock Options | 18,333 | $49.00 | 48 equal monthly installments commencing from vest start date, subject to service . | |
| 3/2025 (awarded for 2024 performance) | RSU | 32,500 | — | Vests annually over 4 years, subject to service . | |
| 3/2025 (awarded for 2024 performance) | Stock Options | 46,667 | — | Company-standard time-based vesting (noted programmatically), subject to service . |
Vesting calendar (potential supply overhang signals):
- 5/28/2025: 10,000 RSUs from hire grant + 25% of 85,000 options (21,250) become vested; options exercise depends on being in-the-money .
- 10/2024–10/2028: 18,333 options from Oct 2024 vest monthly over 48 months .
- 3/2026–3/2029: 32,500 RSUs from Mar 2025 vest annually (~8,125/yr) .
Company policy prohibits option repricing without shareholder approval; no hedging or pledging permitted .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total Beneficial Ownership | 4,235 shares underlying options/RSUs exercisable/vesting within 60 days of March 15, 2025; <1% of shares outstanding . |
| Owned Directly | Not disclosed (beneficial holdings for Dr. Patel are via options/RSUs within 60 days) . |
| Options – Exercisable | 763 options (Oct 16, 2024 grant) exercisable within 60 days of March 15, 2025 . |
| Options – Unexercisable | 85,000 (5/28/2024 grant) and 17,570 (10/16/2024 grant) unexercisable at YE 2024 . |
| RSUs – Unvested | 40,000 unvested RSUs from 5/28/2024 hire grant . |
| In-the-Money Status at 12/31/2024 | YE2024 FMV used for proxy valuations was $39.36; hire/options strike prices were $54.84 and $49.00, indicating options were out-of-the-money at YE2024 . |
| Shares Pledged | Prohibited under Insider Trading Policy . |
| Hedging | Prohibited . |
| Ownership Guidelines | Not disclosed in proxy . |
Employment Terms
| Topic | Terms |
|---|---|
| Start Date / Role | Joined and appointed CMO on May 28, 2024 . |
| 2025 Comp Setup | Base salary $551,050; target bonus 45% . |
| Notice/Garden Leave | Six months’ notice (non-CEO NEOs); garden leave begins on day 15 of notice period with continued salary/benefits and continued vesting during notice; allowed outside roles during garden leave subject to non-compete . |
| Severance (non-CIC) | If terminated without cause or resigns for good reason (as defined): six months base salary ($267,500 at 12/31/2024), 50% of target bonus ($71,190), and six months continued vesting of time-based equity (est. $393,600 at $39.36 FMV) . |
| Severance (CIC, double trigger within 12 months) | 12 months base salary ($535,000 at 12/31/2024), 1x target bonus ($142,379) and full acceleration of time-based equity (est. $1,574,400 at $39.36 FMV) . |
| Change-in-Control Structure | Double-trigger protection; acceleration applies upon qualifying termination in CIC period . |
| Clawback | Recovery of erroneously awarded incentive compensation upon accounting restatement (3-year lookback) . |
| Non-Compete/Non-Solicit | Executives subject to non-competition and/or non-solicitation obligations; exact durations not disclosed . |
| Perquisites/Retirement | No special perquisites; no executive-only retirement plans; standard employee benefits apply . |
Investment Implications
- Retention and supply overhang: Large time-based equity grants (40,000 RSUs at hire; 32,500 RSUs in Mar 2025; 103,333 options across 2024–2025) create clear vesting events beginning May 2025 and annually thereafter; options were out-of-the-money at YE2024, limiting near-term exercise/sell pressure, but RSU vestings will deliver shares that could add selling pressure around vest dates absent 10b5-1 plans .
- Alignment and governance: Pay mix is heavily equity-based (2024 share awards $2.19m; option awards $3.47m versus prorated salary/bonus), with prohibitions on hedging/pledging and a Dodd-Frank-compliant clawback—positive for alignment and risk controls .
- Incentive design: Cash bonus tied to corporate goals (65% program, 20% platform, 15% G&A) paid at 122% for 2024, reflecting execution momentum (e.g., CASGEVY approvals, CAR-T progress) but the company notes limited use of financial metrics in setting pay given clinical-stage status; investors should track clinical milestones and regulatory catalysts as key bonus drivers .
- Severance/CIC economics: Standard biotech double-trigger CIC with full acceleration of time-based equity upon qualifying termination; outside CIC, severance provides six months cash and partial continued vesting, which supports retention but caps cash leakage; no tax gross-ups .
- Track record and execution: Prior leadership on dupilumab expansion and immunology pipeline at Sanofi, plus academic translational experience, aligns with CRISPR’s expansion into autoimmune, respiratory and in vivo programs, potentially de-risking clinical execution in Patel’s remit .
- Shareholder signaling: 2024 say-on-pay received ~75% support, indicating moderate investor acceptance of the pay framework; continued alignment will hinge on clinical and regulatory outcomes and disciplined equity grant sizing as programs mature .
No related-party transactions, pledging, or hedging by Dr. Patel were disclosed; Insider Trading Policy prohibits hedging/pledging across executives .