Christine Lindenboom
Director at IVVD
Board
About Christine Lindenboom
Christine Lindenboom, age 44, has served as an independent director of Invivyd, Inc. since October 2022. She is Chief Corporate Communications Officer at Alnylam Pharmaceuticals (since September 2015), previously Senior Director, Corporate Affairs at Pfizer (2013–2015) and held multiple communications leadership roles at Amgen (2006–2013). She serves on the board of the Kendall Square Association and holds a B.A. from Northeastern University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alnylam Pharmaceuticals | Chief Corporate Communications Officer | Sep 2015–present | Senior corporate communications leader; biopharma industry expertise |
| Pfizer | Senior Director, Corporate Affairs | Dec 2013–Sep 2015 | Corporate affairs leadership |
| Amgen | Director, Media Relations, Global Communications & Philanthropy; earlier roles | Apr 2006–Nov 2013 | Global communications leadership in large-cap biopharma |
External Roles
| Organization | Type | Role | Tenure |
|---|---|---|---|
| Kendall Square Association | Non-profit/industry association | Director | Current |
Board Governance
- Independence: The Board affirmatively determined all current directors and 2025 nominees, including Lindenboom, are independent under Nasdaq Rule 5605(a)(2); she meets additional compensation committee independence requirements under Nasdaq Rule 5605(d)(2) .
- Committee assignment: Member, Compensation Committee (current); Kevin F. McLaughlin anticipated to join following the 2025 annual meeting .
- Executive committee service: Member of a temporary Board executive committee (May 2024–Jan 2025) with a $5,000/month cash retainer; committee dissolved in January 2025 .
- Attendance: In 2024 the Board held nine meetings; each director attended at least 75% of Board and applicable committee meetings. Committee meetings: Audit (5), Compensation (10), Nominating & Corporate Governance (7) .
- Board leadership: Independent Chairperson (Marc Elia) overseeing agendas and independent sessions; roles of Chair and principal executive officer are separated .
- Risk oversight: Audit Committee oversees financial, compliance, and cyber risk; Compensation Committee monitors compensation-related risk; Nominating & Corporate Governance oversees governance policies .
Fixed Compensation
Director cash compensation structure and 2023–2024 outcomes:
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Board retainer policy (cash) | $40,000 per director | $40,000 per director |
| Committee member retainers (cash) | Audit: $7,500; Compensation: $5,000; Nominating: $4,000 | Audit: $7,500; Compensation: $5,000; Nominating: $4,000 |
| Committee chair retainers (cash) | Audit Chair: $15,000; Compensation Chair: $10,000; Nominating Chair: $8,000 | Audit Chair: $15,000; Compensation Chair: $10,000; Nominating Chair: $8,000 |
| Executive committee (temporary) | Not applicable | $5,000/month (Lindenboom and Cotter; Elia waived) |
| Fees Earned or Paid in Cash ($) – Lindenboom | $49,000 | $92,333 (includes $5,000/month executive committee retainer) |
| Total Director Compensation ($) – Lindenboom | $80,438 | $157,603 |
Notes:
- Cash retainers are paid quarterly and pro-rated for partial service periods .
- The executive committee retainer was an addition in 2024, later discontinued in 2025 .
Performance Compensation
Director equity awards are time-based options under the Non-Employee Director Compensation Policy; there are no disclosed performance (metric-based) awards for directors.
| Metric | 2023 | 2024 |
|---|---|---|
| Annual option grant policy | 50,000 shares; vests by next annual meeting or first anniversary | 50,000 shares; vests by next annual meeting or first anniversary |
| Initial option grant policy (new directors) | 100,000 shares; 1/3 at year 1, remainder monthly over 36 months | 100,000 shares; 1/3 at year 1, remainder monthly over 36 months |
| Option Awards ($) – Lindenboom | $31,438 | $65,270 |
| Options held at year-end (#) – Lindenboom | 179,589 | 229,589 |
| Change-in-control treatment | Director options accelerate upon a change in control | Director options accelerate upon a change in control |
| Option term and pricing | 10-year term; exercise price equals Nasdaq closing price on grant date | 10-year term; exercise price equals Nasdaq closing price on grant date |
Performance metric table (none disclosed for director equity):
- No TSR, revenue, EBITDA, or ESG performance metrics tied to director compensation were disclosed; director equity is purely time-based .
Other Directorships & Interlocks
| Company/Entity | Public/Private | Role | Overlap/Interlock |
|---|---|---|---|
| Kendall Square Association | Non-profit | Director | Industry network role; no IVVD related-party disclosure |
No other public company directorships for Lindenboom are disclosed. Related-party transaction disclosures in 2025 proxy identify transactions with PHP and Adimab involving other directors (Meanwell/Berry via PHP; McGuire/Royan via Adimab), not Lindenboom .
Expertise & Qualifications
- Biopharma industry communications leadership across Alnylam, Pfizer, Amgen; business acumen cited by the Board .
- Independent status with compensation committee eligibility under Nasdaq standards .
- Board believes she brings deep knowledge of the biopharmaceutical industry to governance deliberations .
Equity Ownership
| Metric | As of Mar 22, 2025 |
|---|---|
| Beneficial ownership (shares) | 208,754; less than 1% |
| Options held (total) | 229,589 |
| Exercisable or exercisable within 60 days (#) | 208,754 |
| Unexercisable beyond 60 days (#) | 20,835 (229,589 − 208,754) |
| Hedging policy | Directors prohibited from hedging company stock |
No pledging of company stock by Lindenboom is disclosed in the proxy; the insider trading prevention and hedging policies are described but do not discuss pledging practices .
Governance Assessment
-
Strengths
- Independent director and Compensation Committee member; independence affirmed under Nasdaq rules .
- Consistent attendance threshold met; Board and committees active (9 Board meetings; Compensation met 10x in 2024), indicating engagement .
- Clear director compensation policy with modest cash retainers and equity aligned to long-term service; options accelerate appropriately on change-in-control and have standardized terms .
- Use of independent compensation consultant (Alpine Rewards) to benchmark and advise on executive and Board pay .
-
Neutral/Watch
- Temporary executive committee service with incremental cash retainer ($5,000/month) suggests heightened Board involvement in 2024; committee dissolved in Jan 2025, reducing risk of “shadow management” .
- As an emerging growth company, Invivyd is exempt from say‑on‑pay votes, limiting shareholder feedback on compensation structure until EGC status changes .
-
Red flags (none specific to Lindenboom)
- Related-party transactions with PHP and Adimab involve other directors (Meanwell/Berry via PHP; McGuire/Royan via Adimab). While reviewed under the Related Person Transactions Policy, these are ecosystem conflicts to monitor, though Lindenboom is not implicated in these transactions .
Director Compensation Mix (2024 snapshot)
- Cash: $92,333; Equity (grant-date fair value): $65,270; Total: $157,603, with cash ≈ 58.6% and equity ≈ 41.4% (values from proxy; mix indicative of moderate pay-at-risk through options) .
Notes on Policies Relevant to Investor Confidence
- Insider trading prevention and hedging prohibitions apply to directors and employees; Board adopted clawback policy for executive incentive compensation (Rule 10D-1) .
- Indemnification agreements are in place for directors, covering defense and settlement costs subject to good-faith standards .