Brendan Luu
ENANTA PHARMACEUTICALSAbout Brendan Luu
Brendan Luu, age 50, is Enanta’s Chief Business Officer (CBO) since January 1, 2024, after joining Enanta in January 2021 as Senior Vice President, Business Development; he holds a B.A. from Drexel University and an MBA from NYU Stern . His incentive mix includes performance share units tied to R&D milestones and rTSRUs tied to Nasdaq Biotechnology Index relative TSR, with recent company corporate performance ratings set at 90% for calendar 2023 and 75% for calendar 2024, affecting cash incentive payouts for executives including Luu . rTSRUs for the 2021 grant paid 127% on vesting at December 31, 2023, while the 2022 rTSRUs paid 0% at December 31, 2024, evidencing volatility in market-linked awards . Enanta prohibits hedging and pledging, maintains a clawback policy effective October 2, 2023, and has a consistent policy against option repricing, supporting alignment and governance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Enanta Pharmaceuticals | Chief Business Officer | Since Jan 1, 2024 | Senior leadership over business development strategy and external partnering . |
| Enanta Pharmaceuticals | SVP, Business Development | Since Jan 2021 | Led BD to augment pipeline; progressed partnering strategies . |
| Merck KGaA | VP & Global Head, Oncology BD | Part of prior 17 years | Led oncology BD; strategic partnering for late-stage pipeline . |
| Merck KGaA | Senior Director & Global Head, BD Strategic Initiatives | Part of prior 17 years | Led strategy and partnering efforts for late-stage pipeline . |
| BASF Corporation | Various (engineering, sales, marketing) | Not disclosed | Early-career operating and commercial experience . |
| Tyco International | Various (engineering, sales, marketing) | Not disclosed | Early-career operating and commercial experience . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No public company board roles disclosed for Luu . |
Fixed Compensation
| Metric | FY 2021 | FY 2022 | FY 2023 |
|---|---|---|---|
| Base Salary ($) | 254,795 | 411,300 | 436,075 |
| Sign-on Bonus ($) | 75,000 | — | — |
Performance Compensation
Annual Cash Incentive Structure and Outcomes
| Item | FY 2021 | FY 2022 | FY 2023 |
|---|---|---|---|
| Target Bonus ($) | Not disclosed | Not disclosed | 174,430 |
| Maximum Bonus ($) | Not disclosed | Not disclosed | 261,645 |
| Actual Non-Equity Incentive Paid ($) | 119,813 | 158,066 | 166,183 |
| Weighting (Corp/Individual) | 70% / 30% (policy) | 70% / 30% (policy) | 70% / 30% (policy) |
| Corporate Performance Rating | Not disclosed | 90% (calendar 2023 used in FY 2024 blend) | 90% (calendar 2023) |
• Policy: for all executives other than the CEO, 70% of cash bonus is tied to corporate objectives and 30% to individual objectives; CEO at 100% corporate .
• Corporate objectives included RSV programs (zelicapavir adult/pediatric), COVID program (EDP-235 SPRINT), royalty monetization, and KIT inhibitor research (2023 rating 90%); 2024 objectives included RSVPeds topline, RSVHR enrollment, EDP-323 challenge data, and KIT/new discovery (2024 rating 75%) .
Equity Awards and Vesting Mechanics
| Grant Year (Award Type) | Grant Date | Shares/Units | Exercise Price or Valuation | Vesting and Performance |
|---|---|---|---|---|
| 2023 Options | 11/23/2022 | 40,000 | $45.00 | 4-year, quarterly time-based vesting . |
| 2023 RSUs | 11/23/2022 | 18,500 | Fair value on grant date (closing price) | 4-year, annual vesting (equal annual installments) . |
| 2023 rTSRUs (target/threshold/max) | 12/22/2022 | 5,000 / 2,500 / 7,500 | Monte Carlo valuation at grant | 2-year; 2023 rTSRU threshold at 65th percentile; 0–150% payout range . |
| 2023 PSUs (target/threshold/max) | 12/22/2022 | 5,000 / 750 / 7,500 | Fair value at grant; recorded when probable | 2-year R&D/category milestones; 0–150% payout range . |
• PSU categories and weighting emphasize clinical advancement, research milestones, and “other value-driving” transactions (e.g., out-/in-licensing), with maximum payout capped at 150% of target; rTSRUs based on Enanta’s TSR vs Nasdaq Biotechnology Index over 60-day end periods two years apart .
• rTSRU payout history: 2021 grant paid 127% at Dec 31, 2023; 2022 grant paid 0% at Dec 31, 2024; PSUs paid 70% for the 2021 grant and 150% for the 2022 grant according to company-wide outcomes .
Equity Ownership & Alignment
| Ownership Snapshot (as of Dec 15, 2023) | Shares | % Outstanding |
|---|---|---|
| Total Beneficial Ownership (Brendan Luu) | 99,911 | <1% |
| Outstanding Awards (as of Sep 30, 2023) | Exercisable Options (#) | Unexercisable Options (#) | Exercise Price ($/sh) | Expiration | Unvested RSUs (#) | PSUs Target (#) | rTSRUs Target (#) |
|---|---|---|---|---|---|---|---|
| Option grant 1/25/2021 | 46,875 | 28,125 | 48.03 | 1/25/2031 | — | — | — |
| Option grant 11/19/2021 | 12,425 | 15,975 | 75.33 | 11/19/2031 | 5,100 | 4,150 (2021 PSU) | 4,150 (2021 rTSRU) |
| Option grant 11/23/2022 | 7,500 | 32,500 | 45.00 | 11/23/2032 | 18,500 | 5,000 (2022 PSU) | 5,000 (2022 rTSRU) |
Additional alignment indicators:
- Option awards across Enanta were all out-of-the-money as of December 31, 2024, with 68% >500% underwater at a $5.75 closing price, reducing near-term exercise/selling incentives and heightening retention risks; weighted-average exercise price ~$41.57 and average remaining term 7.3 years .
- Hedging and pledging are prohibited for executives and directors; company maintains a clawback policy effective October 2, 2023 for incentive compensation over the prior three fiscal years upon a restatement .
- 2023 vested stock awards for Luu totaled 22,005 shares with $1,146,856 realized value, indicating periodic settlement-related supply rather than option exercises; Luu had no options exercised in FY 2023 .
Employment Terms
| Scenario | Severance (Cash) | Benefits Continuation | Equity Treatment |
|---|---|---|---|
| Termination without cause or for good reason (no change of control) | 6 months base salary (for Luu) | Up to 6 months | No acceleration of options/RSUs/PSUs . |
| Termination without cause or for good reason within 12 months after change of control (double-trigger) | 12 months base salary AND 100% of target annual bonus | Up to 12 months | Immediate full vesting of unvested options and RSUs; PSUs vest at target . |
Governance and shareholder input:
- Advisory “say-on-pay” support at 79% in 2024; committee moderated equity awards for FY 2025 in response and maintained pay mix/philosophy targeting 50th percentile vs peers .
- Compensation peer group for calendar 2024 (fiscal 2025) included Allogene, Altimmune, Editas, Inovio, Nektar, Puma, Rigel, SAGE, and Sutro, with removals reflecting changes in market cap/transactions, and criteria around revenue ≤$200M and market cap $100M–$1B .
Investment Implications
- Retention risk elevated: All options are underwater company-wide, diminishing incentive value of legacy grants; RSU/PSU/rTSRU structures partially offset this but near-term equity value realization remains dependent on R&D progress and relative TSR outcomes .
- Alignment safeguards: Prohibitions on hedging/pledging, clawback policy, and anti-repricing stance support investor-aligned governance; change-of-control benefits are double-trigger to avoid windfalls and ensure cooperation through strategic transactions .
- Trading signals: RSU/PSU settlements (e.g., 22,005 shares vested for Luu in FY 2023) can create periodic supply; absence of recent option exercises and deep out-of-the-money strikes point to low exercise-driven selling pressure unless share price inflects materially .
- Pay-for-performance mechanics: Cash bonus weighting (70% corporate/30% individual) and multi-year equity tied to R&D milestones and relative TSR add visibility into milestone and market catalysts that could influence compensation realization and executive behavior .