John McBride
About John S. McBride
Independent director since May 2017 (age 73), currently Audit Committee Chair and Compensation Committee member. He is President of Alliance Life Science Advisors; previously CFO of Cadent Therapeutics and COO/CFO (interim) at Tokai Pharmaceuticals. Education includes B.S. in Biochemistry, M.S. in Chemical Engineering (University of Wisconsin) and MBA (Wharton). The Board classifies him as independent and an audit committee financial expert, with strong finance and operations credentials in life sciences .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alliance Life Science Advisors, Inc. | President | Active during various periods over last 13 years; active again since Mar-2021 | Strategic planning, BD, financing for life sciences clients |
| Cadent Therapeutics, Inc. | Chief Financial Officer | Aug-2019 to Mar-2021 | Built finance function for biotech; private company CFO |
| Tokai Pharmaceuticals | COO; CFO; Interim CFO | COO Feb-2014 to May-2017; Interim CFO Apr-2014 to Sep-2014; CFO Sep-2016 to May-2017 | Corporate operations, finance leadership during transition periods |
| Gloucester Pharmaceuticals, Inc. | EVP & COO | Prior (dates not specified) | Operations leadership in oncology company |
| Pharmacia Corporation | Global Head of Oncology Licensing | Prior | led oncology licensing globally |
| CytoTherapeutics, Inc. | EVP, Business Operations & CFO | Prior | Finance and operations leadership |
| Phytera, Inc. | VP, Business Development & Treasurer | Prior | Corporate BD, treasury functions |
| Sparta Pharmaceuticals, Inc. | VP, Commercial Development | Prior | Commercial strategy |
| U.S. Bioscience, Inc. | VP, Business Development | Prior | Business development in biopharma |
External Roles
| Organization | Role | Status |
|---|---|---|
| Alliance Life Science Advisors, Inc. | President | Current |
No other public company directorships disclosed for McBride in the past five years .
Board Governance
- Committee assignments and leadership:
- Audit Committee Chair; Compensation Committee member (2025) .
- Previously Audit Committee Chair and Nominating & Corporate Governance Committee member (2024) .
- Independence: Board determined McBride is independent under Nasdaq rules; qualifies as an “audit committee financial expert” .
- Attendance and engagement:
- Board held 5 meetings in FY2024; all directors attended ≥75% of Board and committee meetings; all attended the 2024 annual meeting .
- Board held 7 meetings in FY2023 with similar ≥75% attendance; all attended the 2023 annual meeting .
- Committee activity levels (FY2024): Audit (8 meetings), Compensation (5), Science & Technology (4), Nominating & Corporate Governance (4) .
Fixed Compensation
| Metric | FY2023 | FY2024 |
|---|---|---|
| Board member annual retainer (schedule) | $42,000 | $43,680 |
| Audit Committee member retainer (schedule) | $10,500 | $10,920 |
| Audit Committee chair retainer (schedule) | $21,000 | $21,840 |
| Compensation Committee member retainer (schedule) | $7,875 | $8,190 |
| Nominating & Corporate Governance Committee member retainer (schedule) | $5,250 | $5,460 |
| Science & Technology Committee member retainer (schedule) | $7,875 | $8,190 |
| John S. McBride – Cash fees earned | $68,250 | $72,345 |
FY2024 fee mix suggests board/committee retainer plus Audit Chair and Compensation member roles; minor variance vs schedules likely due to proration and committee changes .
Performance Compensation
- Equity awards policy for non-employee directors:
- Initial grant: 150,437 stock options vesting ratably over two years; annual grant: 20,000 options vest after one year .
- Additional option grants were issued to non-employee directors in May 2023 related to the 2023 Securities Purchase Agreement; these had two-year vesting (incremental to annual grants) .
- FY2024: No stock option awards to non-employee directors (including McBride) .
- FY2023: McBride received option awards with grant-date fair value of $303,567 .
| Metric | FY2023 | FY2024 |
|---|---|---|
| Annual director option grant (policy) | 20,000 options; 1-year vest | None granted (per FY2024) |
| Additional director option grant (May 2023) | Two-year vest schedule (incremental) | N/A |
| John S. McBride – Option awards ($) | $303,567 | $0 |
Awards are subject to the Company’s clawback policy embedded in the 2020 Incentive Plan; dividends/dividend equivalents not paid on unvested RSUs/uneaned performance awards .
Other Directorships & Interlocks
| Company | Role | Interlock/Relationship |
|---|---|---|
| None disclosed | — | No public-company board interlocks or related-party director ties disclosed for McBride . |
Expertise & Qualifications
- Financial leadership and audit oversight: Former CFO/COO; designated Audit Committee financial expert .
- Transaction and BD experience: Global oncology licensing at Pharmacia; multiple BD roles across biopharma .
- Sector expertise: Extensive life sciences operating and financing experience .
Equity Ownership
| Holder | As-of Date | Beneficial Shares (incl. options exercisable ≤60 days) | % Outstanding | Notes |
|---|---|---|---|---|
| John S. McBride | Mar 31, 2025 | 258,279 | * (<1%) | Options exercisable within 60 days; no direct share count disclosed |
| John S. McBride | May 15, 2024 | 183,373 | * (<1%) | Options exercisable within 60 days |
| Hedging/Pledging policy (Board-wide) | Policy | Hedging and pledging prohibited for directors | — | Insider Trading Policy filed with 2024 10-K |
Outstanding and unexercised options held by McBride: 258,279 as of Dec 31, 2024 (director option inventory) .
Governance Assessment
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Positive signals:
- Independence and financial expertise: McBride is independent and designated an audit committee financial expert; he chairs Audit and serves on Compensation—roles central to investor protection .
- Engagement: Board and committees were active (Audit 8 meetings in FY2024; Compensation 5), with directors meeting attendance expectations and annual meeting participation .
- Compensation structure: Director pay is primarily fixed retainers with modest equity aligned to tenure; FY2024 saw no new options—reducing risk of pay inflation .
- Clawback readiness: Plan-level clawback provisions exist; recent accounting restatement did not trigger recovery, with committee review stating compensation did not exceed amounts post-restatement (disclosure transparency) .
-
Monitoring items:
- Additional option grants in 2023 tied to financing: While disclosed and vesting extended to two years, such linkage can appear discretionary; continued oversight of equity award rationale is warranted .
- Auditor transitions: Audit committee oversaw changes from KMJ→Crowe (2024) and Crowe→Deloitte (2025); no disagreements reported, but multiple changes in short succession merit attention to stability and control environment .
-
Conflicts/related-party exposure:
- No McBride-specific related-party transactions disclosed; Company-level related-party transactions primarily involved CEO’s brother via BGN Investing 1 and BVF entities in financings; Audit Committee (chaired by McBride) reviews related-person transactions per policy .
RED FLAGS (none specific to McBride disclosed):
- No pledging/hedging, loans, or personal related-party transactions involving McBride reported .
- No attendance shortfalls disclosed; directors met ≥75% threshold .
Overall, McBride’s independence, audit leadership, and consistent engagement support board effectiveness. Pay mix leans toward fixed fees with measured equity, and his option inventory (<1% ownership) limits control concerns while providing some alignment .