Diane Seimetz
About Diane Seimetz
Independent director of Humacyte since 2022; age 54 as of the 2025 proxy. She brings 25+ years in international drug development, partnering and management, co‑founded Biopharma Excellence and served as CEO (2013–2021), and holds degrees in pharmaceutical science (University of Saarland), drug regulatory affairs (University of Bonn), and a Ph.D. (University of Heidelberg; research at German Cancer Research Center and Johns Hopkins) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Biopharma Excellence | Co‑Founder; Chief Executive Officer | Dec 2013 – Jun 2021 | Built and led biopharma development consultancy; acquired by PharmaLex (now part of Cencora) |
| PharmaLex Group | Principal Consultant | Since Jul 2021 | Advisory capacity following Biopharma Excellence acquisition |
| Fresenius Healthcare Group | EVP, Biotech Division; Chief Scientific Officer | 2008 – 2013 | Led international drug development for Fresenius’ biotech division |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Cumulus Oncology | Director | Current | Biotech board service |
| GlycanAGE | Director | Current | Biotech/diagnostics board service |
| Temedica | Director | Current | Digital health board service |
| mbiomics | Director | Current | Microbiome platform board service |
| quadraScope fund | Scientific Advisory Board | Current | Advisory role |
| Avocet Bio | Co‑Founder | Since 2023 | Company co‑founded in 2023 |
| Myopax | Co‑Founder | Since 2023 | Company co‑founded in 2023 |
| VitaDAO | Scientific Advisory Board | Circa 2024 | Advisory role noted in 2024 proxy |
| Helmholtz Validation Fund | Decision Board | Prior | Decision board member |
| Aglaia Oncology Fund | Advisory Board | Prior | Advisory board member |
Board Governance
- Classification and tenure: Class I director; nominated for re‑election at June 10, 2025 meeting (term through 2028 if elected) .
- Independence: Board determined Seimetz is independent under Nasdaq standards .
- Committees: Member, Commercial Committee; the committee oversees manufacturing, pricing, market access, and sales and met five times in 2024; chair is Susan Windham‑Bannister .
- Board structure: 12 members; Kathleen Sebelius serves as Board Chair; independent directors meet in executive sessions .
- Attendance: Board met five times in 2023; each director attended at least 75% of Board and committee meetings during their service period .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | $28,022 | $50,000 | $50,000 |
| Option Awards ($) | $42,816 | $21,760 | $281,000 |
| Total ($) | $70,838 | $71,760 | $331,000 |
- Policy context: Standard annual cash retainer $50,000 for non‑employee directors; additional chair retainers include $25,000 (Board), $7,500 (Audit), $5,000 (Nominating & Governance, Compensation). Effective March 2025, added $5,000 chair retainer for Commercial Committee .
Performance Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Annual Director Equity Grants (policy) | New: 13,000 options; Continuing: 8,500 options | New: 13,000 options; Continuing: 8,500 options | Continuing directors received option awards (grant‑date fair value reported); policy increased effective Mar 2025: New 125,000 options; Continuing 80,000 options |
| Options Outstanding (as of year‑end) | 13,000 | 21,500 | 71,500 |
| Performance Metrics Tied to Director Pay | None disclosed | None disclosed | None disclosed |
- Note: 2024 option award values reflect grant‑date fair value under ASC 718 and do not represent realized value; specifics on strike price, vesting schedules, and expirations are not disclosed in the proxy excerpts .
Other Directorships & Interlocks
| Entity | Relationship to HUMA | Potential Interlock/Conflict Considerations |
|---|---|---|
| Fresenius Medical Care Holdings, Inc. | 11.8% shareholder; board observer attends meetings (non‑voting) | Seimetz previously led drug development at Fresenius Healthcare Group (2008–2013); Board determined her independence and no conflicts; no related‑party transactions disclosed in committee responsibilities narrative . |
Expertise & Qualifications
- International drug development, partnering, and managerial leadership (25+ years), including senior roles at Fresenius and Biopharma Excellence CEO .
- Advanced scientific and regulatory training: pharmaceutical science (Saarland), master’s in drug regulatory affairs (Bonn), Ph.D. (Heidelberg), research at DKFZ and Johns Hopkins .
- Current biotech/digital health board and advisory roles indicating market access and commercialization exposure .
Equity Ownership
| Metric (as of March 31, 2025) | Value |
|---|---|
| Total Beneficial Ownership (shares) | 13,551 |
| Ownership % of Shares Outstanding | <1% |
| Notes | Beneficial ownership table based on 155,118,816 shares outstanding; option holdings outstanding at year‑end 2024 total 71,500 options (separate from beneficial ownership count) . |
Governance Assessment
- Strengths: Independent status; active participation on Commercial Committee focused on go‑to‑market risks; Board holds regular executive sessions; 2023 attendance at least 75% suggests engagement .
- Alignment: Material equity component to director compensation and growing options outstanding (71,500 as of 12/31/2024) enhances alignment with shareholder outcomes; cash retainer stable at $50,000 .
- Watch items:
- Fresenius Medical Care is a significant shareholder with a board observer; Seimetz’s prior Fresenius leadership warrants monitoring for any related‑party exposure, though the Board affirms independence and audit oversight includes related‑party review .
- Board‑level relationship: CEO Laura Niklason is married to director Brady Dougan, a disclosed family relationship; not directly involving Seimetz but relevant to overall governance optics .
No hedging/pledging disclosures, director stock ownership guidelines, or per‑director attendance details for 2024 were identified in the provided excerpts. The Audit Committee charter responsibilities include reviewing material related‑party transactions and overseeing fraud/cybersecurity risk .