Norbert Riedel
About Norbert G. Riedel
Norbert G. Riedel, Ph.D., age 67, has served on Eton’s board since 2017 and as independent Chairman of the Board since 2018, bringing extensive biopharma executive and scientific leadership experience from Baxter, Naurex, and Aptinyx, as well as academic appointments at Boston University and Northwestern . His tenure on Eton’s board is eight years as of April 2025, with ongoing service in all three standing committees (Audit, Compensation, and Nominating & Corporate Governance) and chairing the Nominating & Corporate Governance Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aptinyx, Inc. | President & CEO | Aug 2015 – Dec 2021 | Led spin-out from Naurex; later Executive Chairman Jan 2022 – Jun 2023 |
| Naurex Inc. | President & CEO | Jan 2014 – Aug 2015 | Predecessor acquired by Allergan; origin of Aptinyx technology |
| Baxter International | Corporate VP, Chief Science & Innovation Officer | Mar 2001 – Jan 2013 | Oversaw science and innovation across diversified healthcare company |
| Baxter Bioscience | President & GM, Recombinant Therapeutic Proteins; VP R&D | 1998 – 2001 | Led business unit and R&D functions |
| Hoechst-Marion Roussel / Hoechst AG (now Sanofi) | Head, Worldwide Biotechnology & Core Research; earlier scientific management roles | 1996 – 1998; prior years | Global biotech and core research leadership |
| Oscient Pharmaceuticals / Genome Therapeutics | Director | 1999 – 2010 | Board oversight at biopharma/genomics companies |
| MediGene AG | Supervisory Board Member | 2003 – 2013 | Governance in European biotech |
| Cerevel Therapeutics | Director | Listed in 2024 proxy | Prior external board role noted in 2024 proxy |
External Roles
| Organization | Role | Current/Prior | Notes |
|---|---|---|---|
| Jazz Pharmaceuticals | Director | Current | Public company directorship |
| Atsena Therapeutics, Inc. | Director | Current | Clinical-stage gene therapy; private |
| Illinois Biotechnology Innovation Organization | Director | Current | Industry advocacy |
| Boston University School of Medicine | Adjunct Professor | Current | Academic appointment |
| Northwestern University Feinberg School of Medicine | Adjunct Professor of Medicine | Current | Academic appointment |
| Austrian Academy of Sciences | Member | Elected 2009 | Scientific recognition |
Board Governance
- Board role: Independent Chairman of the Board since 2018 .
- Independence: Board determined all directors except CEO are independent; all committee members, including Dr. Riedel, meet SEC/Nasdaq independence requirements .
- Attendance: Board held 8 regular meetings in 2024; each director attended at least 75% of board and committee meetings; no directors attended the 2024 Annual Meeting (company has no attendance policy) .
- Committees and 2024 activity: Audit (member; 4 meetings) ; Compensation (member; 1 meeting) ; Nominating & Corporate Governance (Chair; 1 meeting) .
- Related-party oversight: Audit Committee reviews and approves related person transactions; policy requires approval for transactions >$120,000 with related persons .
| Committee | Riedel Membership | Chair | 2024 Meetings |
|---|---|---|---|
| Audit | Member | Chair: Paul Maier | 4 |
| Compensation | Member | Chair: Charles Casamento | 1 |
| Nominating & Corporate Governance | Member | Chair: Norbert G. Riedel | 1 |
Fixed Compensation
| Year | Cash Fees ($) | Notes |
|---|---|---|
| 2023 | 101,400 | Aggregate fees earned/paid in cash |
| 2024 | 105,456 | Aggregate fees earned/paid in cash |
Performance Compensation
| Year | Option Awards (Grant-Date Fair Value, $) | Performance Metrics Tied to Director Pay |
|---|---|---|
| 2023 | 54,100 | Not disclosed in proxy |
| 2024 | 83,130 | Not disclosed in proxy |
The proxy presents director option award fair values but does not specify director performance metrics or vesting schedules for these awards in the director section .
Other Directorships & Interlocks
- Current public company board: Jazz Pharmaceuticals .
- Other current roles: Atsena Therapeutics (private), Illinois Biotechnology Innovation Organization .
- Prior public board referenced: Cerevel Therapeutics (2024 proxy) .
- No related-party transactions disclosed involving Dr. Riedel; CEO-related arrangements and family employment were disclosed separately, subject to Audit Committee policy oversight .
Expertise & Qualifications
- Pharmaceutical and biotechnology industry leadership; large-company executive experience; financial literacy; governance experience; regulatory oversight capability per Eton’s director skills matrix .
- Scientific credentials: Harvard postdoc; BU faculty appointments; visiting professor at MIT; Austrian Academy of Sciences member .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (shares) | 255,550 |
| % of Shares Outstanding (26,817,535) | Less than 1% |
| Components | Includes 170,805 vested stock options; excludes 18,750 options vesting after June 10, 2025; includes 25,000 shares issuable upon settlement of an RSU award at retirement from the board |
| Insider Trading Policy | Prohibits short sales and, without prior approval, pledging/derivative transactions; borrowing against company securities prohibited |
| Section 16(a) Compliance | Company believes all directors/executives complied with 2024 filing requirements |
Governance Assessment
- Board effectiveness: Independent Chair role enhances oversight; active participation across all committees, with Riedel chairing nominations and governance .
- Independence and engagement: Independence affirmed; committee meeting cadence appropriate for company scale; board met 8 times in 2024 with required attendance threshold met .
- Alignment: Director compensation includes both cash and equity (options), supporting ownership alignment; Riedel’s beneficial ownership includes vested options and deferred RSUs upon retirement .
- Conflicts and related-party exposure: No Riedel-specific related-party transactions disclosed; audit committee retains approval authority for related person transactions; CEO-affiliated transactions were transparently disclosed and timed amendments noted .
- Signals: Absence of director attendance at the 2024 annual meeting may be viewed negatively by some investors, though company has no attendance policy; governance documents and committee charters reviewed with no revisions, indicating stable governance framework .
RED FLAGS
- None disclosed for Dr. Riedel regarding related-party transactions, hedging/pledging, or Section 16 compliance .
Compensation Structure Observations
- Year-over-year increase in option grant fair value for non-employee directors (Riedel: $54,100 in 2023 vs. $83,130 in 2024), with modest cash fee increase, indicating greater equity emphasis in 2024 .
- Compensation consultant: Radford (Aon) used for director and officer compensation study; compensation committee comprised entirely of independent directors .