Peter Feinberg
About Peter Feinberg
Peter Feinberg, age 64, is an independent Class II director at Immuneering (IMRX) since January 2021. He is a founding member and Partner at Boxcar Partners (biotech-focused VC) since 2019, founder of Sporos Bioventures, and co-founder of BridgeBio Pharma, Inc.; he previously spent over three decades as a Managing Director at Oppenheimer & Co. Inc. He holds a B.S. in finance from Whittier College and is designated as an Audit Committee financial expert by IMRX’s Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Oppenheimer & Co. Inc. | Managing Director | More than three decades (dates not disclosed) | Senior finance leadership; capital markets experience |
| Boxcar Partners | Founding Member, Partner | 2019–present | Biotech venture investing |
| Sporos Bioventures, LLC | Founder | Not disclosed | Private biotech company formation |
| BridgeBio Pharma, Inc. | Co-Founder | Not disclosed | Public biotech company co-founding; genetic diseases focus |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Notable Labs, LTD | Director | Sep 2023–Oct 2024 | Publicly traded biotech; board service concluded Oct 2024 |
Board Governance
- Committees: Audit (member), Nominating & Corporate Governance (member). He is not a chair; Audit Chair is Ann E. Berman; Nominating & Corporate Governance Chair is Diana F. Hausman, M.D. .
- Independence: Board determined Feinberg is independent under Nasdaq rules; he is also an “audit committee financial expert” under Item 407(d)(5) of Regulation S-K .
- Attendance: In 2024, the Board met 6x; Audit 5x; Compensation 5x; Nominating & Corporate Governance 2x. Each incumbent director attended at least 75% of Board and committee meetings; six of seven directors attended the 2024 annual meeting .
- Executive sessions: Non-management and independent directors meet regularly; at least twice per year independent directors meet privately .
- Policies signaling governance quality: Anti-hedging policy prohibiting hedging of company stock; compensation recovery (clawback) policy adopted in 2023 per Nasdaq Rule 10D-1 .
Fixed Compensation
| Component (2024 Program) | Amount | Notes |
|---|---|---|
| Base annual director retainer (cash) | $40,000 | “Base Retainer”; elective option alternative available |
| Audit Committee chair | $15,000 | Not applicable to Feinberg |
| Audit Committee member (non-chair) | $7,500 | Applicable to Feinberg |
| Compensation Committee chair | $10,000 | Not applicable |
| Compensation Committee member (non-chair) | $5,000 | Not applicable |
| Nominating & Corporate Governance chair | $8,000 | Not applicable |
| Nominating & Corporate Governance member (non-chair) | $4,000 | Applicable to Feinberg |
| Chair of Board / Lead Independent Director retainer | $30,000 | Not applicable |
| 2024 Director Compensation (Feinberg) | Amount ($) |
|---|---|
| Fees earned or paid in cash | 51,500 |
| Option awards (grant date fair value) | 39,740 |
| Total | 91,240 |
| Elective Option election | Elected Elective Option for Base Retainer (6,879 shares) |
Performance Compensation
| Equity Component | Grant Size | Vesting | Exercise Price | Notes |
|---|---|---|---|---|
| Initial board option (upon appointment) | 35,000 shares; increased to 66,700 as of May 21, 2024 | 36 equal monthly installments | FMV at grant | Applies to non-employee directors |
| Annual board option (at annual meeting) | 17,500 shares; increased to 33,350 as of May 21, 2024 | 12 equal monthly installments | FMV at grant | Prorated if service <6 months |
| Elective Option (in lieu of cash Base Retainer) | 6,879 shares (Feinberg in 2024) | 25% quarterly | FMV at grant | Director may elect for Base and/or COB/LID retainers |
| Change-of-control | — | All unvested director options vest in full | — | Single-trigger acceleration for directors |
- No PSUs/RSUs or disclosed performance metrics (TSR, revenue, ESG) for director equity; director equity is time-based stock options with standard vesting; no meeting fees disclosed .
Other Directorships & Interlocks
| Company | Role | Public/Private | Potential Interlock/Conflict |
|---|---|---|---|
| Notable Labs, LTD | Director | Public | No IMRX related-party transactions disclosed |
| BridgeBio Pharma, Inc. | Co-Founder | Public | Co-founding of an external biotech; no IMRX related-party transactions disclosed |
| Sporos Bioventures, LLC | Founder | Private | No IMRX related-party transactions disclosed |
Expertise & Qualifications
- Deep finance and capital markets expertise (Managing Director at Oppenheimer & Co. Inc.; audit committee financial expert). Extensive biotech venture and company-building background (Boxcar Partners, Sporos, BridgeBio). Education: B.S. in finance (Whittier College) .
- Skill set aligns with IMRX needs: financing strategy, risk oversight, and industry network; Board has affirmed his independence and financial literacy .
Equity Ownership
| Holder | Shares | Type | Notes |
|---|---|---|---|
| Peter Feinberg | 111,766 | Direct Class A common | Directly held |
| PEF LLC | 476,615 | Indirect Class A common | Held of record by PEF LLC |
| PF Associates L.P. | 392,242 | Indirect Class A common | Held of record by PF Associates L.P. |
| S4K Investments LLC | 115,441 | Indirect Class A common | Held of record by S4K Investments LLC |
| Options exercisable within 60 days (as of 4/17/2025) | 188,953 | Vested options | Beneficial ownership counts exercisable within 60 days |
| Total beneficial ownership | 1,285,017 | Shares | 3.6% of outstanding Class A common (35,985,702 shares) |
| Feinberg Options Outstanding (12/31/2024) | Exercisable | Unexercisable |
|---|---|---|
| Options outstanding | 164,687 | 18,395 |
- No pledging or hedging permitted under IMRX’s insider trading/anti-hedging policy (applies to directors) .
- Stock ownership guidelines referenced in Corporate Governance Guidelines, but specific director thresholds not disclosed in the proxy .
Governance Assessment
- Strengths: Independent status; Audit Committee financial expert; active service on Audit and Nominating & Governance committees; at least 75% attendance; election of equity in lieu of cash retainer aligns incentives; company-wide anti-hedging and clawback policies support shareholder alignment .
- Ownership: Material ownership at ~3.6% via multiple entities plus options suggests meaningful skin-in-the-game; concentration warrants monitoring but no related-party transactions involving him are disclosed .
- Conflicts: Active roles/founder status in external biotech ventures (BridgeBio, Sporos) and past board at Notable Labs could create perceived industry interlocks; however, IMRX discloses no related-party transactions involving Feinberg and its policy requires Audit Committee approval and director recusal if such transactions arise .
- Red flags: None disclosed specific to Feinberg. 2024 option repricing applied to certain employee options (not directors); director option grant sizes were increased mid-2024 but remain standard time-based vesting with change-of-control acceleration typical for small-cap biotech boards .
Overall, Feinberg brings strong finance and biotech venture expertise with confirmed independence and committee engagement. His election of equity in lieu of cash and sizable beneficial ownership are positive alignment signals; monitor for any future related-party interactions given external biotech affiliations, and for committee attendance/engagement consistency in 2025+ .