Matthew Boyd
About Matthew Boyd
Matthew Boyd is enGene’s Chief Regulatory Officer (CRO), promoted on July 8, 2025 after serving as SVP, Regulatory Affairs since September 2024; he brings 25+ years’ experience across regulatory, quality, medical affairs, and commercialization, including leading numerous NDA/BLA submissions and helping set an industry benchmark by completing the Bylvay NDA filing in under 60 days post top-line data at Albireo Pharma . His mandate aligns with enGene’s regulatory milestones and timelines: the FDA granted RMAT to detalimogene, target enrollment for the pivotal cohort was achieved, and a BLA filing is planned for 2H 2026, with cash runway into 2027 supporting execution . Boyd is currently party to a 90-day IPO lock-up from the November 2025 offering (officer signatory), limiting near‑term selling activity .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| enGene | Chief Regulatory Officer | Jul 2025–present | Leads regulatory strategy for detalimogene toward planned 2H 2026 BLA filing . |
| enGene | SVP, Regulatory Affairs | Sep 2024–Jul 2025 | Built regulatory function during transition to pivotal stage . |
| Zambon USA | VP, Head of Regulatory Affairs & Quality Assurance | 2023–2024 | Led U.S. regulatory/QA leadership . |
| Albireo Pharma | Senior regulatory roles | Not disclosed | Led numerous NDA/BLAs; most recent approval Bylvay; completed NDA <60 days after top-line data, demonstrating execution speed . |
| Sobi; EMD Serono; Sanofi; Bristol‑Myers Squibb | Senior roles | Not disclosed | Broad regulatory and development leadership across large/mid-cap biopharma . |
Fixed Compensation
| Component | Value | Notes |
|---|---|---|
| Base Salary (annual) | $445,050 | Set in Employment Agreement effective July 8, 2025; subject to annual review; may be increased, not decreased . |
| Target Annual Bonus | 40% of base salary | Based on individual and corporate goals set by Compensation Committee; paid after fiscal year-end and no later than 2.5 months after fiscal year close . |
| Benefits | Standard executive benefits | Health, life, LTD, retirement per plan terms . |
| Principal Place of Employment | Boston, MA | Company HQ area; travel as required . |
Performance Compensation
| Instrument | Metric(s) | Weighting | Target | Actual/Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Annual Cash Bonus (2025 onward) | Individual and corporate goals set by Compensation Committee | Not disclosed | 40% of base salary | Not yet disclosed; paid after fiscal year-end and within 2.5 months of fiscal year close | Annual cash payout per plan . |
- Company precedent for corporate bonus goals has included: clinical development progress for detalimogene/DDX, manufacturing, financing, and org-building/brand (illustrative of recent practice) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Initial Equity Award Eligibility | Eligible for an option grant of 100,000 common shares at FMV on grant date in connection with appointment as CRO, subject to Compensation Committee approval . |
| Vesting Schedule | Vests in approximately equal monthly installments over 48 months following Effective Date (Jul 8, 2025), subject to continued service . |
| Exercise Price | Equal to the fair market value on the date of grant . |
| Hedging/Pledging Policy | Insiders are prohibited from hedging (e.g., short sales, puts/calls not issued by the company) and strongly discouraged from pledging or using company securities as collateral; no margin purchases permitted . |
| Lock-up (Nov 2025 Offering) | Signed underwriter lock-up; “Lock-up Period” ends 90 days after the Prospectus date (officer signatory), constraining near‑term selling pressure . |
| Clawback | Board adopted a clawback policy on Nov 22, 2023 consistent with Nasdaq Rule 5608; incentive-based compensation is subject to recoupment in event of accounting restatement . |
Note: The 2025 proxy share ownership table does not list Matthew Boyd; individual beneficial ownership detail for Boyd has not been disclosed in DEF 14A as of the latest filing reviewed .
Employment Terms
| Term | Without Cause / Good Reason | Change-in-Control (CIC Termination) | Notes |
|---|---|---|---|
| Severance Cash | 12 months base salary continuation, paid in regular payroll installments | 12 months base salary continuation, paid in regular payroll installments | Requires execution (and non‑revocation) of release; compliance with restrictive covenants . |
| Bonus Treatment | Pro‑rated Target Annual Bonus if termination occurs ≥6 months into the performance period, paid within 45 days of termination | Target Annual Bonus paid within 45 days of termination | As specified in agreement . |
| Benefits | Company-paid COBRA continuation during severance term (employee portion payable by exec), subject to plan/nondiscrimination constraints . | COBRA continuation during CIC severance term . | Offset if duplicative benefits obtained via subsequent employment . |
| Equity Vesting | Time‑based equity accelerates for the number of shares that would vest over the 12‑month severance term; performance‑based awards vest per award terms . | All time‑based equity becomes fully vested; performance‑based awards vest per award terms . | Equity acceleration subject to award terms. |
| At‑Will/Place | At‑will employment; principal place Boston, MA . | — | — |
| Restrictive Covenants | Non‑compete in U.S./Canada during employment and for the “Restriction Period” equal to the number of calendar months in the Severance Term post-termination; non‑solicit of personnel/customers during Restriction Period; confidentiality obligations . | Same covenants apply; Restriction Period equals CIC Severance Term post‑CIC termination . | Scope tied to Company’s gene therapy “Business” definition . |
| Good Reason / Cause | Good Reason includes material diminution of title/duties, authority/reporting (with carve‑out), relocation >35 miles, base salary reduction, or material breach, with 30‑day cure; Cause includes fraud, theft, willful failure, felony, material policy breaches, etc., with cure where applicable . | — | — |
| Dispute Resolution | Binding arbitration under AAA near Boston (except injunctive relief for restrictive covenants) . | — | — |
Compensation Structure Observations
- Cash vs. equity mix: Target bonus set at 40% of salary and equity delivered as time‑based stock options vesting monthly over four years; no PSUs disclosed for Boyd, indicating moderate at‑risk cash with long-dated equity leverage .
- Governance protections: Robust anti‑hedging/pledging posture and a Nasdaq‑compliant clawback policy support alignment and downside protection for shareholders .
- Equity plan capacity/dilution context: As of Jul 31, 2025, 9.56M shares were reserved under the plan with 2.81M remaining available; inducement options totaled 2.66M outstanding, reflecting active hiring and potential future dilution consistent with growth stage companies .
Investment Implications
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Alignment and retention: 48‑month monthly vesting plus a 12‑month cash/benefits severance framework and non‑compete reduce near‑term departure risk while steadily increasing vested supply; 90‑day lock‑up post‑offering further tempers immediate selling pressure .
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Execution edge: Boyd’s track record of rapid, high‑quality filings (e.g., Bylvay NDA <60 days post data) is well‑matched to enGene’s RMAT pathway and 2H 2026 BLA timeline, potentially de‑risking regulatory inflection points that drive value realization .
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Dilution and incentive intensity: Elevated option usage (evergreen and inducement grants) is typical for clinical‑stage talent wars but warrants monitoring versus progress on pivotal data, FDA interactions, and commercialization readiness to ensure pay-for-performance integrity .
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Near-term catalysts to watch for compensation-performance linkage:
- LEGEND pivotal cohort data updates and FDA interactions guiding BLA readiness in 2026 .
- Continued build‑out of regulatory, clinical, and CMC infrastructure under Boyd’s remit to meet filing requirements .
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