William Grossman
About William Grossman
William Grossman, M.D., Ph.D., was appointed as an independent director of enGene Holdings Inc. (ENGN) on July 8, 2025, with a term expiring at the first annual general meeting following his appointment; committee assignments were not yet determined at appointment . He is a seasoned oncology drug development leader and co-founder/head of R&D at Oncko, with prior senior roles at Gilead (SVP Oncology TA Head), Arcus Biosciences (CMO), Bellicum (CMO), AbbVie, and Genentech/Roche (Group Medical Director leading Tecentriq combination programs and the MORPHEUS platform) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gilead Sciences | SVP, Oncology Therapeutic Area Head | Prior to Oncko; dates not disclosed | Led oncology clinical development |
| Arcus Biosciences | Chief Medical Officer | Appointed 2019 | Led clinical development and MORPHEUS-style platform experience |
| Bellicum Pharmaceuticals | Chief Medical Officer | Prior | CMO responsibilities across clinical/regulatory |
| Genentech/Roche | Group Medical Director, Cancer Immunotherapy | Prior | Global development lead for Tecentriq combinations; MORPHEUS platform |
| AbbVie | Oncology leadership roles | Prior | Medical affairs strategy for oncology franchise |
| Oncko, Inc. | Co-Founder; Head of R&D | Current | Clinical/regulatory leadership across modalities |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Day One Biopharmaceuticals (Nasdaq: DAWN) | Director | Appointed Jan 17, 2024 | Oncology board addition during growth phase |
| Pionyr Immunotherapeutics | Director | Current | Board membership noted by DAWN IR |
| Tizona Therapeutics | Director | Current | Board membership noted by DAWN IR |
| Oncko, Inc. | Co-Founder & Head of R&D | Current | Oncology R&D leadership |
Board Governance
- Appointment and term: Appointed July 8, 2025; term expires at the first AGM following appointment; board size increased from seven to nine with appointments of Grossman, Astley-Sparke, and Heffernan .
- Independence: Appointed as an independent director and to participate in ENGN’s standard independent director compensation plan; no Item 404(a) related-party transactions associated with his selection .
- Committee assignments: Not determined at the time of appointment . As context, ENGN’s standing committees and FY2024 composition were: Audit (Chair Lota Zoth; members Brunk, Glickman) ; Compensation (Chair Brunk; members Hastings, Joustra) ; Nominating & Corporate Governance (Chair Glickman; members Bos, Hastings, Zoth) .
- Attendance: In FY2024, the Board held eight meetings and no director attended fewer than 75% of board and committee meetings; independent directors hold regular executive sessions .
- Board leadership and mandate: The Chair is intended to be independent; if not, a Lead Director is appointed. enGene’s Board meets at least quarterly and operates under a formal mandate emphasizing strategic oversight, risk monitoring via committees, and independent sessions .
Fixed Compensation
| Compensation Element | Amount | Notes |
|---|---|---|
| Annual cash fee – all non-employee directors | $40,000 | Standard director retainer |
| Independent Chairman or Lead Independent Director cash fee | $75,000 | If applicable to role |
| Audit Committee – Chair | $20,000 | Annual committee chair fee |
| Audit Committee – Member | $10,000 | Annual member fee |
| Compensation Committee – Chair | $18,000 | Annual committee chair fee |
| Compensation Committee – Member | $9,000 | Annual member fee |
| Nominating & Corporate Governance Committee – Chair | $10,000 | Annual committee chair fee |
| Nominating & Corporate Governance Committee – Member | $5,000 | Annual member fee |
| Non-employee director annual cash + equity cap | $500,000 | Aggregate grant-date value plus cash per calendar year |
| Initial annual period cap (first year of appointment) | $750,000 | Aggregate grant-date value plus cash during initial period |
- Indemnification: New independent directors will enter into indemnification agreements substantially in the form included in ENGN’s 2024 10-K .
- Travel expense reimbursement: Reasonable expenses for Board/committee attendance reimbursed .
Performance Compensation
| Equity Element | Detail | Vesting/Term | Pricing |
|---|---|---|---|
| Initial stock option award | 40,000 shares | Vests 1/3 on each of the first, second, and third anniversaries of grant; 10-year term | Exercise price = fair market value at grant |
| Annual stock option award | 20,000 shares | Granted after each annual meeting if ≥4 months of service; vests in full on first anniversary; 10-year term | Exercise price = fair market value at grant |
| Equity plan performance metrics (plan-wide; may be used for certain awards) | Examples include cash flow, revenue, EBITDA, EPS, TSR, share price, ROE/ROA, regulatory filings/approvals, operational goals | Determined by Committee at grant; absolute or relative; corporate-wide or segment | As specified by Committee under plan |
- Director grants are options with time-based vesting; no director-specific performance targets are disclosed for options. The Incentive Equity Plan permits performance-based awards and includes change-of-control provisions for award treatment (assumption/substitution; potential acceleration if not assumed) and prohibits repricing without shareholder approval .
Other Directorships & Interlocks
| Company | Relationship to ENGN | Potential Interlock/Conflict |
|---|---|---|
| Day One Biopharmaceuticals | No disclosed business with ENGN | Board role at another oncology company; no ENGN related-party transactions reported |
| Pionyr Immunotherapeutics | Not disclosed | Private; no ENGN related-party transactions reported |
| Tizona Therapeutics | Not disclosed | Private; no ENGN related-party transactions reported |
- Related-party transactions: ENGN disclosed no Item 404(a) transactions with Grossman at appointment .
Expertise & Qualifications
- Oncology clinical development leader with hands-on regulatory experience across small molecules, biologics, and cellular therapies; led Tecentriq combinations and MORPHEUS platform at Genentech/Roche .
- Senior executive experience spanning Gilead, Arcus, Bellicum, AbbVie, and Genentech, plus founder/head of R&D at Oncko; strong commercialization and global launch perspective .
- Credentials: M.D., Ph.D. in relevant fields; deep immuno-oncology domain expertise .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership listing (as of April 25, 2025) | Grossman was not listed among directors/executives in the beneficial ownership table; 51,070,851 shares outstanding |
| Hedging/Pledging | Insider Trading Policy prohibits hedging and speculative trading; insiders are strongly discouraged from pledging company securities as collateral |
| Ownership guidelines | No explicit director stock ownership guideline disclosed; non-employee director annual aggregate cap applies |
Governance Assessment
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Signals supportive of investor confidence:
- Independent appointment aligned with ENGN’s commercialization phase; deep oncology development and regulatory expertise strengthens board effectiveness .
- No Item 404(a) related-party transactions at appointment; indemnification consistent with peer practices .
- Balanced director pay structure with clear committee fee schedules and time-based option vesting; fair-market strike and 10-year terms reduce repricing risk; plan prohibits repricing without shareholder approval .
-
Watch items:
- Committee assignments were pending at appointment; monitor subsequent committee placement for optimal oversight coverage (Audit/Comp/NCG) .
- Multiple external board roles (e.g., DAWN, Pionyr, Tizona) warrant standard time-commitment monitoring; no conflicts disclosed, but ongoing vigilance advisable .
-
RED FLAGS:
- None disclosed: No related-party transactions; no attendance concerns (FY2024 board-wide attendance ≥75% for incumbents; Grossman joined post-FY2024) .
Overall, Grossman’s appointment adds relevant commercialization and immuno-oncology depth with independent status and clean conflict disclosures; subsequent committee assignments and equity grant disclosures should be tracked to assess alignment and engagement .