Peter M. Hecht, Ph.D.
About Peter M. Hecht, Ph.D.
Independent director at Cyclerion Therapeutics (CYCN) since 2019; former CEO of CYCN (Apr 2019–Nov 2023). Age 61. Currently CEO and director of Tisento Therapeutics (private). Prior CEO and director at Ironwood Pharmaceuticals (1998–Mar 2019). Education: B.S. Mathematics and M.S. Biology (Stanford), Ph.D. Molecular Biology (UC Berkeley). Notable operating record leading Ironwood’s discovery and commercialization of LINZESS. Board biography emphasizes company founding experience and deep biotech R&D leadership .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cyclerion Therapeutics | Chief Executive Officer | Apr 2019 – Nov 2023 | Led through asset sale and transition; remained on board |
| Ironwood Pharmaceuticals | Chief Executive Officer; Director | 1998 – Mar 2019 | Built pipeline; commercialized LINZESS; founding leadership |
| Whitehead Institute | Research Fellow | Not disclosed | Early scientific training |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Tisento Therapeutics (private) | Chief Executive Officer; Director | Current | CEO role following CYCN asset sale completion in 2023 |
| Kallyope (private) | Director | Current | Privately-held biotech board service |
| Mythic Therapeutics (private) | Director | Current | Privately-held biotech board service |
Board Governance
- Board structure: 6 directors; independent Chairman (Errol B. De Souza, Ph.D.) .
- Independence: Board determined Hyman, Katabi, De Souza, Higgins are independent; Hecht is not listed as independent (i.e., non-independent) .
- Committee assignments (current): Hecht is not listed on Audit, Compensation, or Nominating & Corporate Governance committees; committee members are De Souza (Compensation Chair), Higgins (Audit Chair), Hyman (Nominating Chair), Katabi (Nominating member) .
- Attendance and engagement: Board met 6 times and acted by written consent 3 times in 2024; no director attended less than 75% of their meetings; all directors attended the 2024 annual meeting .
Fixed Compensation (Director)
| Year | Cash Fees ($) | Notes |
|---|---|---|
| 2024 | 12,000 | One-time cash fee to outside directors; company otherwise conserved cash post-asset sale; Hecht received no board fees during CEO tenure . |
Performance Compensation (Director/Consulting Equity and Vesting)
| Grant Type | Grant Date | Shares | Vesting Schedule | Additional Terms |
|---|---|---|---|---|
| Restricted Stock (Board service) | Nov 30, 2023 | 20,000 | 42-month monthly vesting; 9,172 vested as of Apr 21, 2025; remaining 10,828 vest monthly through Jun 1, 2027 (service condition) . | Standard board grant adopted post-Tisento transaction . |
| Restricted Stock (Consulting) | Dec 1, 2023 | 15,000 | 312 monthly for 46 months + 336 on Nov 1, 2027; 5,321 vested as of Apr 21, 2025 (consultant or director service) . | Company extended exercise period for vested options to 2 years after he ceases service (earlier original term controls) . |
| Restricted Stock (Consulting) | Jan 1, 2024 | 15,000 | 319 monthly for 45 months + 326 on Nov 1, 2027; 5,104 vested as of Apr 21, 2025 (consultant or director service) . | Option exercise extension as above . |
Performance metrics tied to compensation: None disclosed for director equity (time-based vesting; no PSU/TSR metrics) .
Other Directorships & Interlocks
| Company | Type | Role | Interlock/Notes |
|---|---|---|---|
| — Public boards | — | — | No public company directorships disclosed in CYCN proxy bio; private boards listed only . |
| Ironwood Pharmaceuticals | Prior employer | Hecht: CEO/Director (1998–2019) | Michael Higgins (current CYCN director; Audit Chair) previously SVP/COO at Ironwood (2003–2014), indicating historical professional ties . |
Expertise & Qualifications
- Founder/operator across multiple biotech companies; deep translational science background; commercialization leadership (LINZESS) .
- Education: B.S. Mathematics, M.S. Biology (Stanford); Ph.D. Molecular Biology (UC Berkeley) .
Equity Ownership
| Component (as of Apr 21, 2025) | Shares | Notes |
|---|---|---|
| Common stock held directly | 559,203 | Includes restricted stock grants noted below . |
| Options exercisable within 60 days | 118,294 | Vested or vesting within 60 days . |
| Convertible preferred (May 2023 purchase) | 351,037 | Shares issuable upon conversion; no voting rights until conversion . |
| Total beneficial ownership | 1,028,534 | 28.0% of outstanding (based on 3,210,094 common + 351,037 as-converted preferred) . |
| Restricted stock (Board) included in direct | 20,000 | 9,172 vested by Apr 21, 2025; remainder vests monthly to Jun 1, 2027 . |
| Restricted stock (Consulting) included in direct | 15,000 + 15,000 | 5,321 (Dec 1, 2023 grant) and 5,104 (Jan 1, 2024 grant) vested as of Apr 21, 2025; balance vests through Nov 1, 2027 . |
Insider transactions:
| Date | Security | Shares | Price | Context |
|---|---|---|---|---|
| Mar 25, 2025 (closed) | Common Stock (PIPE) | 181,818 | $2.75 | Director participation in private placement; registration rights granted . |
| May 2023 | Preferred Stock | — | — | Purchased preferred convertible into 351,037 common shares (as-converted reference only) . |
Compliance/other:
- Section 16(a): Inadvertent late filing for Jan 2024 restricted stock grant reported for Hecht .
- Hedging policy: Company prohibits hedging transactions by directors/officers (insider trading policy) .
- Pledging: No pledging of CYCN shares disclosed for Hecht in proxy .
Board Governance Details (Committees)
| Committee | Members | Chair | Independence/Notes |
|---|---|---|---|
| Audit | Higgins; De Souza; Hyman | Higgins | All independent; Higgins designated “audit committee financial expert”; 4 meetings in 2024 . |
| Compensation | De Souza; Higgins | De Souza | All independent; met 3 times + 1 consent in 2024; no outside comp consultant currently retained . |
| Nominating & Corporate Governance | Hyman; Katabi | Hyman | All independent; 3 meetings + 2 consents in 2024 . |
Board meetings, attendance, and overboarding policy:
- 2024 meetings: 6; written consents: 3; no director under 75% attendance; all directors attended the 2024 annual meeting. Overboarding limits: ≤4 public boards (≤2 if public-company CEO); committee/board independence reviewed regularly .
Employment & Contracts (Hecht)
- Resignation and consulting: Upon completion of CYCN’s asset sale to Tisento on Jul 31, 2023, Hecht resigned as CEO; unvested options continue to vest while he serves as consultant/director; vested options remain exercisable until earlier of original term or two years after he ceases service; consulting equity grants of 15,000 shares (Dec 1, 2023) and 15,000 (Jan 1, 2024) with monthly vesting through Nov 1, 2027 .
- Change-in-control/severance (director): No director-specific severance or CoC benefits disclosed for Hecht in proxy .
Director Compensation Structure Analysis
- Shift to equity-heavy director pay to conserve cash post-asset sale: one-time Jan 2024 cash fee ($12,000 for Hecht); ongoing plan is time-vested restricted stock for non-employee directors (20,000 shares vesting over 42 months) .
- No director option awards in 2024; equity awards for Hecht in 2023–2024 relate to board service and separate consulting arrangement; time-based vesting; no performance metrics disclosed .
- Clawback: Company has a clawback policy applying to Executive Officers; not specified for directors .
Related Party Transactions / Conflicts
- Tisento Asset Sale Transaction: CYCN completed sale of certain assets to Tisento on Jul 31, 2023; Hecht became CEO of Tisento and resigned as CYCN CEO; equity/option treatment for Hecht adjusted as noted above .
- March 2025 PIPE: Hecht purchased 181,818 shares at $2.75 in a private placement; investors received registration rights; standard indemnification provisions; transaction documented by 8-K filed Mar 25, 2025 .
- Oversight: Audit Committee is responsible for reviewing/approving related-party transactions .
Governance Risk Indicators and Signals
- Alignment: Very high insider ownership (28.0%) aligns incentives with shareholders .
- Independence: Hecht is not independent (not included in independent director list); he is not seated on key committees, preserving committee independence .
- Engagement: Meets attendance thresholds; attended annual meeting .
- Policies: Hedging prohibited; clawback policy in place for executive officers .
- RED FLAGS:
- Non-independent director due to prior CEO and current consulting relationship; continuing equity and extended option exercise terms tied to ongoing service .
- Participation in company financing (PIPE) as a director—common in small-cap biotech but a related-party transaction requiring continued robust Audit Committee oversight .
- Section 16(a) late filing in 2024 (inadvertent) .
- Potential perceived conflict as CEO of Tisento, which acquired CYCN assets in 2023; monitor for any future transactions between CYCN and Tisento .
Governance Assessment
- Strengths: Significant skin-in-the-game (28% beneficial ownership); independent board leadership (independent chair); all key committees fully independent; acceptable attendance; hedging prohibited; Audit Committee explicitly oversees related-party transactions .
- Watch items: Maintain separation from committee roles; scrutinize any CYCN–Tisento interactions; monitor ongoing consulting equity and the extended option exercise window for alignment and dilution; ensure timely Section 16 compliance going forward .