Patrick Lucy
About Patrick Lucy
Patrick Lucy (age 57) is an independent director of Dyadic International, Inc. and currently serves as Chairman of the Board, Chair of the Compensation Committee, and member of the Science & Technology Committee; the Board has also determined he is independent under Nasdaq rules, with plans to add him to the Audit Committee after the 2025 Annual Meeting . He joined Dyadic’s Board on January 8, 2021 and became Chairman on March 28, 2024; he graduated from Villanova University and has extensive biopharmaceutical operations and business development experience . In 2024, the Board met six times and each director attended all meetings; all directors also attended the 2024 Annual Meeting of Shareholders .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RoslinCT US (formerly Lykan Bioscience) | President & Chief Executive Officer | Apr 1, 2021–present | Leads a privately held cell therapy CMO; strategic and operational leadership |
| Lykan Bioscience | President & Chief Operating Officer | Jan 4, 2021–Mar 31, 2021 | Transition leadership prior to CEO role |
| Pfenex (within The Dow Chemical Company; later independent) | Founder (2001), Chief Business Officer (later) | 2001–2020 | Led >$1.5B partnership transactions; IPO completed in 2014; acquired by Ligand in 2020 |
| The Dow Chemical Company | Leadership team launching Pfenex platform | 2000–2009 | Commercial launch (2005) and spin-out (2009) of Pfenex |
| Collaborative BioAlliance | Director of Business Development | Pre-2000 | Business development responsibilities |
| Lonza Biologics | Quality control, validation, capital project management; led mechanical completion/startup/validation of large-scale biologics facility | 1995–1999 | Major facility validation leadership |
| Repligen Corporation | Laboratory-based roles | Began 1991 | Early biotechnology experience |
External Roles
| Organization | Role | Type | Public/Private | Committees/Impact |
|---|---|---|---|---|
| RoslinCT US | President & Chief Executive Officer | Operating executive | Private | Leads cell therapy CMO operations and strategy |
No other public company directorships for Mr. Lucy were disclosed .
Board Governance
- Independent status: The Board determined Mr. Lucy is independent under Nasdaq rules; the Board separates the roles of Chairman and CEO, with an independent Chairman (Lucy) .
- Committee assignments: 2024—Compensation Committee (Chair), Nominating Committee (member), Science & Technology Committee (member); post-2025 Annual Meeting—Lucy to join the Audit Committee .
- Attendance and engagement: The Board held six meetings in 2024; each director attended all meetings; all directors attended the 2024 Annual Meeting .
- Committee activity levels: Audit (4 meetings), Compensation (1), Nominating (2), Science & Technology (5) in 2024 .
Fixed Compensation
| Component | Amount (USD) | Units/Counts | Vesting |
|---|---|---|---|
| Annual cash retainer (2024) | $41,250 | Program design: $30,000 cash for non‑employee directors; +$15,000 cash for Chairman/Audit/Science & Tech Chairs | N/A |
| Stock awards (RSUs) – 2024 grant | $37,500 fair value | Program design: 23,585 RSUs to non‑employee directors | RSUs vest at one‑year anniversary of grant date |
| Option awards – 2024 grant | $61,368 fair value | Program design: 50,000 stock options to non‑employee directors; +17,500 options for Chairman/Audit/Science & Tech Chairs | Options vest at one‑year anniversary of grant date |
| All other compensation | $12,000 (tax reimbursements on RSU vesting) | N/A | N/A |
Performance Compensation
| Instrument | Grant Date | Quantity | Fair Value (USD) | Performance Metrics | Vesting Terms |
|---|---|---|---|---|---|
| RSUs (Director program) | 2024 (date not specified) | 23,585 (program count) | $37,500 (Lucy’s RSU grant valuation) | None disclosed for directors | RSUs vest at one year, service‑based |
| Stock options (Director program) | 2024 (date not specified) | Program: 50,000 + 17,500 for certain chairs | $61,368 (Lucy’s option grant valuation) | None disclosed for directors | Options vest at one year, service‑based |
No director performance metrics (e.g., revenue, EBITDA, TSR) tied to director compensation were disclosed; awards are service‑based with one‑year vesting .
Other Directorships & Interlocks
| Company | Role | Public/Private | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|---|
| None disclosed | — | — | — | No public company directorships disclosed for Mr. Lucy |
Expertise & Qualifications
- Biologics manufacturing operations: Led mechanical completion, startup, and validation of a large‑scale biologics facility at Lonza Biologics .
- Business development and capital markets: Founder of Pfenex within Dow; led commercial launch, spin‑out, IPO (2014); completed over $1.5B of partnership transactions; Pfenex acquired by Ligand (2020) .
- Executive leadership in cell therapy manufacturing: CEO of RoslinCT US (formerly Lykan Bioscience) .
- Education: Graduated from Villanova University .
Equity Ownership
| Item | Amount |
|---|---|
| Common shares held | 50,759 |
| Options exercisable within 60 days | 208,125 |
| Total beneficial ownership (shares + options) | 258,884 |
| Ownership as % of shares outstanding | <1% |
| RSUs outstanding (as of Dec 31, 2024) | 21,552 |
No pledging, hedging, or ownership guideline disclosures specific to Mr. Lucy were provided; company hedging policy does not adopt a specific anti‑hedging rule, though insider transactions require prior approval .
Governance Assessment
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Strengths
- Independent Chairman structure with separation from CEO; enhances oversight and board effectiveness .
- Confirmed independence, high attendance (100% of six 2024 meetings) and involvement across key committees (Compensation chair; Science & Technology; Nominating) .
- Deep bioprocess and BD background (Lonza facility leadership; Pfenex IPO and major partnerships), relevant to Dyadic’s platform commercialization .
- Clear director compensation program with balanced cash retainer and equity, one‑year vesting aligns with near‑term service .
-
Watch items / potential conflicts
- External executive role as CEO of RoslinCT US (CMO) could pose counterparty or competitive sensitivities if Dyadic engages cell therapy manufacturing vendors, though no related‑party transactions involving Mr. Lucy are disclosed .
- Company does not have a specific anti‑hedging policy; transactions in derivatives require prior approval, but absence of a formal prohibition is a governance risk indicator for alignment .
- Director stock ownership guidelines are not disclosed; lack of formal guidelines can weaken long‑term alignment signals .
-
Signals affecting investor confidence
- Board downsizing from six to four members post‑retirements may streamline oversight; Lucy’s planned addition to Audit strengthens financial oversight continuity .
- Director compensation includes time‑based equity (RSUs/options) with modest cash—alignment positive, but absence of ownership guidelines and formal anti‑hedging rules partially offsets .