Christian Schade
About Christian Schade
Independent director at Integra LifeSciences (IART), age 64, director since 2006. He is Audit Committee Chair and Finance Committee Chair, and is designated an “audit committee financial expert” by the Board; the Board affirms his independence under Nasdaq and SEC rules (all directors except Ms. Poul and Dr. Essig are independent) . Schade is currently CEO of Halda Therapeutics (since Oct 2024) and holds an A.B. from Princeton and an MBA from Wharton .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Halda Therapeutics LLC | Chief Executive Officer | Since Oct 2024 | CEO leadership; oncology drug development |
| Flagship Pioneering | Growth Partner | Jan 2023 – Oct 2024 | Venture growth partner; biotech portfolio |
| Aprea Therapeutics, Inc. (Nasdaq: APRE) | Chairman & Chief Executive Officer | Apr 2016 – 2022 | Led public biotech; board experience |
| Novira Therapeutics, Inc. | Chief Executive Officer | Until acquisition by Johnson & Johnson | Led antiviral company through sale |
| Omthera Pharmaceuticals, Inc. | EVP & Chief Financial Officer | Until acquisition by AstraZeneca | CFO of specialty pharma |
| NRG Energy | EVP & Chief Financial Officer | Not disclosed | Senior finance executive |
| Medarex Inc. | SVP Administration & Chief Financial Officer | Not disclosed | Senior finance executive |
| Merrill Lynch; JPMorgan Chase & Co. | Corporate finance & capital markets roles | Not disclosed | Capital markets experience (NY & London) |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Omega Therapeutics, Inc. (Nasdaq: OMGA) | Director; Chair of Board; Chair Nominating & Corporate Governance; Member Compensation | Jul 2023 – Jan 2025; Chair Aug 2023 – Jan 2025 | Governance leadership; comp oversight |
| Aprea Therapeutics, Inc. (Nasdaq: APRE) | Director | 2016 – Aug 2023 | Public company board experience |
| Sapience Therapeutics, Inc. | Director | Current (as of Mar 31, 2025) | Biotech oversight |
| Valo Health, Inc. | Director | Current (as of Mar 31, 2025) | Health-tech oversight |
Board Governance
- Committee assignments: Audit Committee (Chair); Finance Committee (Chair). Audit met 7 times in 2024; Finance met 3 times in 2024; Board held 7 regular and 2 special meetings in 2024 .
- Independence and attendance: Board determined Schade is independent; each incumbent director attended at least 75% of Board and applicable committee meetings in 2024 .
- Audit oversight: Schade authored the Audit Committee Report recommending inclusion of FY2024 audited financials in the Form 10-K; committee reviewed ICFR, auditor independence, and PCAOB-required matters .
Fixed Compensation
| Component (2024 comp period) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $80,000 | Director-elected as cash/stock/mix |
| Audit Committee Chair fee | $20,000 | Standard chair fee |
| Finance Committee Chair fee | $15,000 | Standard chair fee |
| Total cash fees (Schade) | $115,000 | Sum of retainer + chair fees |
Performance Compensation
| Equity Component | Grant Value | Shares | Vesting/Terms | Performance Metrics |
|---|---|---|---|---|
| Annual restricted stock (non-employee directors) | $220,000 | 8,696 restricted shares outstanding as of 12/31/2024 | Standard restricted stock; director equity; grant value at fair market price on grant date | None (director equity grants are time-based; no PSUs disclosed for directors) |
Plan guardrails: Non-employee director compensation (cash + equity) capped at $750,000 per fiscal year; repricing of options prohibited without shareholder approval; clawback policies apply .
Director Compensation (Year-over-Year)
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned/Paid in Cash ($) | $73,242 | $115,000 |
| Stock Awards ($) | $220,038 | $220,009 |
| Total ($) | $293,280 | $335,009 |
- Structure: Non-employee directors receive an annual equity grant ($220,000; $270,000 for Chairman) and an $80,000 retainer, plus chair fees (Audit $20,000; Finance $15,000) .
- 2024 change: Presiding Director cash fee increased to $37,500 (from $30,000), aligning market median; not applicable to Schade unless designated Presiding Director (not disclosed) .
Other Directorships & Interlocks
| Company | Sector Overlap with IART | Potential Interlock/Conflict |
|---|---|---|
| Omega Therapeutics (OMGA) | Biotech (therapeutics) | No IART-related transactions disclosed; served through Jan 2025 |
| Aprea Therapeutics (APRE) | Biotech (oncology) | No IART-related transactions disclosed; tenure ended Aug 2023 |
| Sapience Therapeutics | Biotech | No related-party transactions disclosed in retrieved proxy sections |
| Valo Health | Health-tech | No related-party transactions disclosed in retrieved proxy sections |
Expertise & Qualifications
- Financial acumen and governance: Board identifies Schade as an “audit committee financial expert” and financially sophisticated; skills include corporate governance, risk management, and financial reporting .
- Industry/leadership: Deep healthcare/life sciences leadership and oversight; prior CEO/CFO roles; international and capital markets experience .
- Education: Princeton (A.B.) and Wharton MBA .
Equity Ownership
| Holder | Shares Owned | Right to Acquire (60 days) | Total | % of Class |
|---|---|---|---|---|
| Christian S. Schade | 63,503 | — | 63,503 | <1% |
| Director stock award outstanding (Dec 31, 2024) | 8,696 restricted shares | — | 8,696 | — |
- Hedging/pledging: Company policy prohibits hedging and pledging of Company securities by directors and employees; margin accounts and pledges forbidden .
Governance Assessment
- Board effectiveness: Schade’s dual chairmanship of Audit and Finance concentrates financial oversight and capital allocation expertise, a positive for controls, compliance and capital structure discipline .
- Independence and attendance: Independence affirmed; attendance exceeded company’s 75% threshold, supporting engagement .
- Pay alignment: Director pay mixes cash retainer and time-based equity; Schade’s cash rose to reflect chair roles; equity stable at $220,000, consistent with peers—no performance-based equity for directors, reducing pay-for-performance sensitivity but standard for board roles .
- Risk indicators: Strong anti-hedging/pledging and clawback policies; Audit Committee oversight active; no repricing allowed; no related-person transactions involving Schade were identified in retrieved sections—no apparent conflicts from disclosed roles .
- Shareholder signals: Executive say-on-pay support at ~98.8% (contextual governance tone); director comp capped under plan, supporting restraint .
Insider Trades
| Date | Form 4 Transaction | Shares | Price | Notes |
|---|---|---|---|---|
| Not disclosed in proxy | — | — | — | Proxy statements do not include Form 4 data; use Form 4 filings for transaction-level analysis |
Potential follow-ups: Analyze Form 4 filings for Schade’s trading cadence and 10b5-1 plan usage; confirm any changes post committee role shifts .