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Sam Kintz

Sam Kintz

Chief Executive Officer at Enliven Therapeutics
CEO
Executive
Board

About Sam Kintz

Samuel “Sam” Kintz, MBA, is Co‑founder, President and CEO of Enliven Therapeutics and a director since the February 23, 2023 merger; he previously served as Former Enliven’s CEO since June 2019. He holds a BS in Chemistry from Stanford and an MBA from Stanford GSB; prior roles include medicinal chemist at Genentech, strategy/business development at Stemcentrx (acquired by AbbVie), and Head of Research at AbbVie Stemcentrx, with venture experience at Roche Venture Fund. Age 39 as of March 3, 2025; ELVN is a clinical-stage, pre‑revenue oncology company advancing ELVN‑001 (BCR‑ABL) and ELVN‑002 (HER2), with 2024 net loss of $89.0M and cash of $313.4M (runway into mid‑2027) .

Past Roles

OrganizationRoleYearsStrategic impact
AbbVie Stemcentrx LLCExecutive Director, Head of ResearchOct 2016 – Jun 2019Led research; foundation for ELVN programs
Stemcentrx, Inc.Senior Director, Strategy & Business DevelopmentFeb 2016 – Oct 2016Corporate strategy pre-acquisition by AbbVie
GenentechMedicinal ChemistDesigned small‑molecule oncology drugs
Roche Venture FundVenture roleEarly-stage investing experience

External Roles

OrganizationRoleYearsNotes
No public company directorships disclosed for Mr. Kintz beyond ELVN

Fixed Compensation

MetricFY 2023FY 2024
Base salary ($)561,190 600,000
Target bonus (% of salary)50% 50% (raised to 55% in Jan 2025)
Actual annual bonus paid ($)302,500 (2023 payout; paid 2024) 360,000 (2024 payout; paid 2025)

Performance Compensation

YearPerformance metricsTarget bonus (%)Payout multiplierPayout ($)Vesting/Timing
2023Clinical Development Goals; Pipeline Goals; Corporate & Strategic Goals 50% 110% of target 302,500 Annual cash bonus (paid 2024)
2024Clinical Development Goals; Pipeline Goals; Corporate & Strategic Goals 50% (raised to 55% effective Jan 2025) 120% of target 360,000 Annual cash bonus (paid 2025)

Notes: Weightings for individual metrics were not disclosed .

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership1,965,971 shares (3.9% of outstanding) as of Mar 31, 2025
Ownership breakdown990,392 shares held by The Kintz & Egan Trust; 975,579 shares via options exercisable within 60 days
Options – exercisable vs. unexercisable (12/31/2024)207,166 exercisable @ $22.75; 244,834 unexercisable @ $22.75; 188,841 exercisable @ $1.12; 404,363 exercisable @ $2.48; 410,000 unexercisable @ $14.85
Hedging/pledgingCompany policy prohibits hedging and pledging of Company stock
Director pay for CEOCEO received no additional compensation for board service

Key Option Grants and Vesting

GrantExercisable (#)Unexercisable (#)Exercise price ($)ExpirationVesting specifics
Legacy option (2019 plan)188,841 1.12 6/15/2030 Early exercise; monthly vesting (legacy)
Legacy repriced (Aug 9, 2022)404,363 2.48 3/24/2031 2022 repricing from $4.68 to $2.48
Merger-era grant (2023)207,166 244,834 22.75 4/4/2033 25% vested 2/23/2024, remainder monthly over 36 months
2024 grant410,000 14.85 2/13/2034 25% vested 2/13/2025, remainder monthly over 36 months

Employment Terms

ProvisionSummary
EmploymentAt‑will; amended and restated confirmatory employment letter
Current termsBase salary increased to $600,000 in Jan 2024; target bonus 50%; raised in Jan 2025 to $640,000 base and 55% target bonus
Severance (non‑CIC)If terminated without cause/for good reason outside CIC window: 12 months base salary + up to 12 months COBRA
Change‑in‑Control (CIC) severanceDouble‑trigger; 18 months base salary + 150% of target bonus + up to 18 months COBRA; 100% acceleration of unvested equity (performance awards deemed at target unless award specifies otherwise)
280G treatment“Best‑net” approach (cutback to maximize after‑tax benefit; no tax gross‑up)
ClawbackCompensation recovery policy adopted Aug 2023 compliant with Nasdaq/SEC; covers excess incentive comp upon restatement for covered officers (lookback generally three prior fiscal years)
Insider tradingRobust policy; prohibits hedging/pledging; blackout/compliance procedures

Performance & Track Record

  • 2024 financials: R&D $80.8M; G&A $23.8M; net loss $89.0M; cash and securities $313.4M; runway into mid‑2027 .
  • Pipeline milestones: ELVN‑001 Phase 1a/b update expected mid‑2025; orphan drug designation for CML; post‑asciminib activity noted in 2024 updates; potential pivotal trial start in 2026 subject to data/regulatory feedback .
  • ELVN‑002: ongoing Phase 1 monotherapy and combination cohorts; data expected H2‑2025 .

Board Governance

  • Board structure: 8 directors, majority independent (6 of 8), classified board; independent Chair Richard Heyman; CEO Kintz is a director but not Chair, supporting separation of roles and independent oversight .
  • Committees: Audit (Chair Jake Bauer), Compensation (Chair Rishi Gupta), Nominating & Governance (Chair Andrew Phillips); CEO not on any committees .
  • Attendance: Board held four meetings in 2024; each director attended ≥75% of meetings/committees served .
  • Executive sessions: Regular sessions of independent directors; code of conduct and governance guidelines in place .

Director Compensation (for context)

  • Non‑employee director cash retainers in 2024: $35,000 board; committee chair/member fees as disclosed; increased in Jan 2025 for certain roles; annual option awards with pro‑rated vesting; change‑in‑control full vesting .
  • CEO and CSO did not receive additional director compensation .

Compensation Structure Analysis

  • Mix: High equity weighting via multi‑year option grants; annual cash bonuses tied to clinical/pipeline/corporate goals with payouts of 110% (2023) and 120% (2024), indicating above‑target execution .
  • Options repricing: Legacy Former Enliven options repriced in Aug 2022 to $2.48, a governance sensitivity; disclosed without changes to other terms .
  • Equity plan capacity and evergreen: Equity Plan reserve and evergreen increases approved/outlined; overhang ~19.4% as of Apr 8, 2024; burn rate disclosed, implying ongoing dilution for talent retention .

Risk Indicators & Red Flags

  • Option repricing (Aug 2022) across outstanding options is a governance red flag, though pre‑merger and transparently disclosed .
  • No tax gross‑ups; best‑net 280G cutback reduces parachute optics .
  • Hedging/pledging prohibited, reducing alignment risk .
  • Related‑party transactions: 2024 private placement included major holders (Venrock, FMR, Fairmount, Commodore); standard indemnities; no Kintz‑specific RPTs disclosed .

Equity Ownership & Outstanding Awards (detail)

As of dateShares beneficially owned% outstandingDirect/TrustOptions exercisable within 60 days
Mar 31, 20251,965,971 3.9% 990,392 (Kintz & Egan Trust) 975,579

Employment Terms – Change-in-Control Economics (quantified)

ScenarioCash multipleBonus multipleCOBRAEquity vesting
CIC termination (double trigger)18 months base 150% of target Up to 18 months 100% accelerate; performance at target unless award specifies
Non‑CIC termination12 months base Up to 12 months No automatic acceleration

Investment Implications

  • Alignment: Bonus metrics tied to clinical execution with above‑target payouts (110%/120%) align CEO incentives to value‑creating milestones; hedging/pledging bans support long‑term alignment .
  • Retention: Robust double‑trigger CIC package (18m base/150% bonus + full equity vesting) lowers retention risk through pivotal trial start; outside CIC severance (12m + COBRA) is standard .
  • Dilution/overhang: Equity-heavy compensation with evergreen plan and disclosed overhang/burn rates indicates ongoing dilution; monitor grant pacing and future share requests .
  • Governance mitigants: Independent Chair, majority‑independent board, clawback policy under SEC/Nasdaq rules and no tax gross‑ups temper pay risks; prior option repricing remains a watch item .

Board service and dual-role implications: Kintz serves as CEO and director, but the Chair is independent and separated, with independent committees and executive sessions—reducing independence concerns typically associated with combined CEO/Chair structures .