Richard Heyman
About Richard Heyman
Richard Heyman, Ph.D., age 67, is Chairman of the Board at Enliven Therapeutics (ELVN) and an independent director (Class III; term expires 2026). He joined the Enliven board at the merger closing on February 23, 2023, after serving on Former Enliven’s board since March 2021. He holds a B.S. in Chemistry (University of Connecticut) and a Ph.D. in Pharmacology (University of Minnesota), and brings significant operating and investing experience in life sciences .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ORIC Pharmaceuticals, Inc. | Director; Acting President & CEO (Nov 2017–May 2018); President & CEO (Nov 2015–May 2016) | Director since Mar 2015 | Operating leadership and oncology strategy |
| Metacrine, Inc. | Executive Chairman; Co-founder; Director | Jun 2015–Mar 2023 (Chair); Director Sep 2014–Mar 2023 | Governance oversight; clinical-stage GI/liver focus |
| Gritstone bio, Inc. | Director | Nov 2015–Aug 2022 | Immunotherapy governance |
| Yumanity Therapeutics, Inc. | Director | May 2016–Jun 2022 | Neurodegenerative portfolio governance |
| BCTG Acquisition Corp. | Director | Sep 2020–Aug 2021 | SPAC oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Arch Venture Partners | Venture Partner | Since May 2019 | Life sciences venture investing |
| PMV Pharmaceuticals, Inc. | Director | Since Jun 2020 | Precision oncology board role |
| Salk Institute | Board of Trustees | N/A | Non-profit governance |
| UCSD Moores Cancer Center | Board of Visitors | N/A | Non-profit advisory |
Board Governance
- Structure: ELVN separates Chair (Heyman) and CEO (Kintz); policy reinforces independent oversight .
- Independence: Board affirmed Heyman’s independence; explicitly considered his prior consulting agreement with Former Enliven and concluded it does not impair independence .
- Committee assignments: Member, Compensation Committee (Chair: Rishi Gupta) .
- Attendance: In 2024, the board held 4 meetings; each director attended at least 75% of board and committee meetings; independent directors meet separately without management .
| Committee | 2024 Meetings | Chair | Independence |
|---|---|---|---|
| Audit | 4 | Jake Bauer | All members independent |
| Compensation | 3 | Rishi Gupta | All members independent |
| Nominating & Corporate Governance | 3 | Andrew Phillips | All members independent |
Additional governance policies:
- Hedging/pledging prohibition under Insider Trading Policy for directors and related persons .
- Compensation recovery (clawback) policy applies to “officers” under Nasdaq/SEC rules; not expressly to directors .
- Communications policy references routing to a Lead Independent Director if the chair is not independent; proxy does not designate a LID, and Heyman (Chair) is independent .
Fixed Compensation
| Component (2024) | Amount | Citation |
|---|---|---|
| Cash fees (Heyman) | $40,776 | |
| Option awards (grant-date fair value) | $312,362 | |
| Total | $353,138 |
Director Compensation Policy (key elements):
| Policy Element | 2024 Value | 2025 Value | Notes |
|---|---|---|---|
| Annual Board Retainer (cash) | $35,000 | $40,000 | Increased Jan 2025 |
| Comp Committee Member (cash) | $5,000 | $6,000 | Increased Jan 2025 |
| Annual Option Award – Chair (grant-date fair value) | $312,500 | $365,000 | Chair receives higher value |
| Annual Option Award – Non-Chair (grant-date fair value) | $250,000 | $325,000 | Standard director award |
| Initial Option Award (new director) | $500,000 | $650,000 | Value cap & vest monthly over 36 months |
| Vesting – Annual Award | Vests in full by next annual meeting or 1-year anniversary | Same | Time-based vesting |
| Change in Control treatment | Full vesting of director equity immediately prior to closing | Same | Acceleration provision |
Performance Compensation
- No performance-based metrics are disclosed for director compensation; director equity grants are time-based stock options with set vesting schedules .
Other Directorships & Interlocks
| Entity | Type | Role | Potential Interlock/Context |
|---|---|---|---|
| ORIC Pharmaceuticals, Inc. | Public | Director | Oncology adjacency; Heyman previously served as CEO; could be a perceived competitive adjacency depending on ELVN programs . |
| PMV Pharmaceuticals, Inc. | Public | Director | Precision oncology; network ties in oncology ecosystem . |
| Arch Venture Partners | Private VC | Venture Partner | Venture network; pipeline insights; potential perceived influence vectors . |
| OrbiMed-affiliated entities | Investor | 16.2% ELVN holder (group) | Board includes OrbiMed partner Rishi Gupta; material holder presence on board . |
Expertise & Qualifications
- Scientific/operational depth: Pharmacology Ph.D.; executive leadership in clinical-stage biotech; oncology portfolio strategy .
- Board governance: Multiple public company directorships; SPAC board experience; extensive venture/investor network .
- Non-profit leadership: Salk Institute Trustee; UCSD Moores Cancer Center Board of Visitors .
Equity Ownership
| Holder | Shares Beneficially Owned | Options Exercisable ≤60 days | Ownership % of 49,038,730 shares |
|---|---|---|---|
| Richard Heyman, Ph.D. | 234,745 | 46,500 | ≈0.48% (computed from disclosed counts) |
Breakdown:
- Direct: 123,673 shares (Heyman) .
- Trust: 37,407 shares (Richard A. Heyman and Anne E. Daigle Trust; Heyman trustee) .
- RAHD Capital, LLC: 27,165 shares (Heyman managing member) .
- Options exercisable within 60 days: 46,500 shares .
- Pledging/hedging: Prohibited by Insider Trading Policy; no pledging disclosed .
Governance Assessment
-
Strengths
- Independence affirmed despite prior consulting relationship; board explicitly evaluated and concluded no impairment .
- Separation of Chair and CEO roles supports oversight; independent-only sessions occur regularly .
- Attendance commitment: Directors met ≥75% threshold across board/committee meetings in 2024 .
- Alignment: Director pay mix skews to equity options, with chair receiving higher annual grant; time-based vesting fosters ongoing engagement .
- Risk controls: Hedging/pledging prohibited; related party transactions subject to audit committee pre-approval .
-
Watch items / RED FLAGS
- Change-in-control acceleration for director equity can be shareholder-unfriendly in contested situations; monitor for potential entrenchment optics .
- Prior consulting agreement (Former Enliven) presents perceived conflict; board concluded immaterial, but continued vigilance appropriate .
- Multiple external commitments (Arch Venture Partners; ORIC; PMV) raise bandwidth questions and potential competitive adjacency in oncology; ensure ongoing recusals where appropriate .
- Significant investor representation on board (OrbiMed via Rishi Gupta; 16.2% ownership) elevates interlock influence; monitor compensation committee independence outcomes (Gupta as chair; Heyman member) .
-
Compensation structure signals
- 2025 increases in cash retainers and equity values (Chair and members) indicate higher guaranteed pay levels; however, director equity remains time-based, not performance-linked .
- No director ownership guidelines disclosed; alignment depends on option holdings and personal share ownership .