Kristine Peterson
ENANTA PHARMACEUTICALSAbout Kristine Peterson
Kristine Peterson, age 65, has served as an independent director of Enanta Pharmaceuticals since September 2017. She is a former CEO of Valeritas (2009–2016) and held senior leadership roles at Johnson & Johnson (Company Group Chair, Biotech Sector, 2004–2009), Biovail (SVP, Commercial Operations and President of Biovail Pharmaceuticals, 2003–2004), and spent 20 years in sales/marketing at Bristol-Myers Squibb across multiple therapeutic areas. She holds an MBA and BS from the University of Illinois at Urbana-Champaign and currently serves on the boards of Immunocore plc and ArriVent BioPharma, Inc.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Valeritas, Inc. | Chief Executive Officer | 2009–2016 | Led transition from research stage to commercial enterprise |
| Johnson & Johnson | Company Group Chair, Biotech Sector | 2004–2009 | Oversaw commercial, R&D, biologics manufacturing in oncology, immunology, cell therapy |
| Biovail Corporation / Biovail Pharmaceuticals | SVP, Commercial Operations / President | 2003–2004 | Commercial leadership |
| Bristol-Myers Squibb | Senior sales and marketing roles | ~20 years | Therapeutic areas: CV/metabolic, anti-infective, virology, neuroscience, immunology, pulmonary, oncology |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Immunocore plc | Director | Current | Public biotechnology company |
| ArriVent BioPharma, Inc. | Director | Current | Public biotechnology company |
| Immunogen, Inc. | Director | Prior (last 5 yrs) | Public specialty pharma |
| EyePoint Pharmaceuticals, Inc. | Director | Prior (last 5 yrs) | Public biotech |
| Paratek Pharmaceuticals, Inc. | Director | Prior (last 5 yrs) | Public biotech |
| Amarin Corporation plc | Director | Prior (last 5 yrs) | Public pharma |
Board Governance
- Independence: The Board determined Peterson is independent under Nasdaq standards. The Board has a non-executive Chair (Dr. Carter). Independent directors held four executive sessions in 2024.
- Attendance: In 2024, the Board met 11 times; each director attended at least 75% of the aggregate Board and committee meetings. All directors attended the 2024 annual meeting.
- Committee assignments:
- Compensation Committee: Chair (members: Peterson, Carter, Hata, Vance).
- Nominating & Corporate Governance Committee: Member (Chair: Vance; members are all independent directors).
- Audit Committee: Not a member (Chair: Foletta; members: Vance, Russell).
Fixed Compensation
| Component (FY2024) | Amount (USD) | Detail |
|---|---|---|
| Annual cash retainer | $50,000 | Non-employee director retainer |
| Committee chair fee (Compensation) | $15,000 | Chair fee |
| Committee member fee (Nominating) | $5,000 | Member fee |
| Total cash fees (FY2024) | $70,000 | Fees earned or paid in cash |
| Equity – Option awards (grant-date fair value) | $256,406 | Annual option grant; 15,700 shares; vests monthly until next annual meeting |
| Total (cash + equity) | $326,406 | FY2024 director compensation |
Policy notes:
- No meeting fees; compensation capped by plan limits ($600k annually; $900k in year of initial election).
- Annual non-employee director option grant size in 2024: 15,700 shares, vesting monthly until the next annual meeting.
Performance Compensation
Directors do not receive performance-based cash; equity is time-based options that vest monthly until the next annual meeting.
| Equity Award | Grant Date | Shares | Vesting | Fair Value |
|---|---|---|---|---|
| Annual non-employee director stock option | March 6, 2024 | 15,700 | Monthly until next annual meeting | $256,406 |
Plan-level safeguards:
- Policy against option repricing without shareholder approval.
- Hedging and pledging of company stock prohibited for directors.
Other Directorships & Interlocks
- Compensation Committee interlocks: None; no executive officers of Enanta served on boards/compensation committees of other companies with executives on Enanta’s Board/Comp Committee.
- Related-party transactions: Company reports none since the start of fiscal 2024.
Expertise & Qualifications
- Executive leadership: CEO experience and senior roles in large-cap pharma/biotech (J&J, BMS).
- Commercial and R&D oversight: Led commercial, R&D, and biologics manufacturing across multiple therapeutic areas.
- Board experience: Multiple public company boards, including current roles at Immunocore and ArriVent.
- Education: MBA and BS, University of Illinois at Urbana-Champaign.
Equity Ownership
| Holder | Beneficial Ownership (as of Dec 16, 2024) | Type | % of Outstanding | Notes |
|---|---|---|---|---|
| Kristine Peterson | 71,441 | Options exercisable within 60 days | <1% | As reported; consists solely of exercisable options |
| Director options outstanding (Sept 30, 2024) | 72,750 | Total option shares held | — | Aggregate options held; exercise prices range across directors from $15.66 to $102.54 |
Context:
- Shares outstanding: 21,332,544 (record date Jan 21, 2025).
- Company prohibits hedging/pledging of stock for directors and employees.
Governance Assessment
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Strengths
- Independent director with deep commercial/R&D oversight experience; chairs the Compensation Committee, which uses an independent consultant (Alpine) that affirmed independence.
- Robust governance policies: prohibition on option repricing without shareholder approval; anti-hedging/pledging policy; clawback for executives; regular executive sessions.
- Attendance and engagement: at least 75% meeting attendance, participation across committees; all directors attended annual meeting.
- No related-party transactions disclosed in FY2024; Section 16(a) compliance reported for directors (no delinquency noted for Peterson).
-
Potential investor considerations
- Equity-heavy director pay (FY2024 cash $70k vs equity fair value $256k) aligns incentives to stock appreciation but may provide limited near-term pay-for-performance signals beyond time-based vesting.
- Multiple external public boards (Immunocore, ArriVent) increase network reach but warrant monitoring for time commitment; attendance thresholds were met.
- Company-wide note: as of Dec 31, 2024, 100% of outstanding options under the 2019 Plan were out-of-the-money, underscoring a retention/alignment challenge broadly; directors’ annual options still vest time-based, which may weaken immediate performance linkage.
-
Shareholder feedback indicators
- Say-on-pay support: 79% approval at the 2024 annual meeting; board recommends annual say-on-pay frequency.
RED FLAGS
- None disclosed regarding related-party transactions, hedging/pledging, or delinquent Section 16(a) filings for Peterson.