Patrick Treanor
About Patrick Treanor
Patrick Treanor (age 56) has served as an independent director of KalVista Pharmaceuticals since May 2022. He is Chief Operating Officer of Pathalys Pharma (since July 2021) and brings deep commercial leadership experience across biopharma and med‑tech, with an MBA from Rensselaer Polytechnic Institute and a B.S. from Bryant University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pathalys Pharma, Inc. | Chief Operating Officer | Jul 2021 – present | Operations leadership |
| Vifor Pharma (formerly Relypsa) | President, Vifor North America; CEO Consultant | 2018–2020; consulting through 2021 | Commercial leadership |
| Relypsa, Inc. | Various roles (2015–2018) | May 2015 – Jun 2021 (combined with Vifor) | Commercial execution |
| Insulet Corporation | VP, Sales & Managed Markets | Mar 2011 – Apr 2015 | U.S. market access/sales buildout |
| AMAG Pharmaceuticals | VP, U.S. Sales | Prior to 2011 (dates not specified) | U.S. commercial leadership |
| Oscient Pharmaceuticals | Roles up to VP, Sales | 2004–2007 | Sales leadership |
| Abbott Laboratories; Johnson & Johnson | Various roles | 1993–2004 | Commercial roles of increasing responsibility |
External Roles
| Organization | Role | Since | Committees/Impact |
|---|---|---|---|
| XORTX Therapeutics Inc. | Director | Dec 2023 | Public company board experience |
Board Governance
- Class/term: Class II director; term expires at the 2026 annual meeting .
- Committee assignments: Compensation Committee member and current Chair (became Chair following Dr. Albert Cha’s departure after the 2024 annual meeting) .
- Independence: Board determined all non‑employee directors, including Treanor, are independent under Nasdaq rules .
- Attendance and engagement:
- FY2025: Board met 6x; Audit 4x; Compensation 1x; Nominating & Corporate Governance acted by unanimous written consent; no director attended <75% of aggregate Board/committee meetings during their tenure .
- FY2024: Board met 7x; Audit 5x; Compensation 3x; Nominating & Corporate Governance acted by unanimous written consent; no director attended <75% of aggregate meetings .
- Six directors attended the 2024 annual meeting (attendance encouraged but not mandatory) .
- Majority voting and resignation policy for directors in uncontested elections is in place .
- Compensation Committee advisor: Aon’s Human Capital Solutions retained as independent consultant; committee concluded no conflicts of interest .
Fixed Compensation
- Non‑employee director cash retainer structure (FY2025):
- Annual retainer: $42,500; additional $30,000 for non‑employee Chair of the Board .
- Committee chair retainers: Audit $20,000; Compensation $15,000; Nominating & Corporate Governance $10,000 .
- Committee member retainers: Audit $10,000; Compensation $7,500; Nominating & Corporate Governance $5,000 .
| Year | Fees Earned or Paid in Cash ($) | Source |
|---|---|---|
| FY2025 | 54,341 | |
| FY2024 | 50,000 |
Performance Compensation
- Director equity program (time‑based vesting; no performance metrics disclosed):
- FY2025 policy: Initial option grant 17,000 shares (monthly vest over 3 years); annual grant 10,000 shares (monthly vest over 1 year); annual grant‑date value cap $750,000 .
- Transition period ending Dec 31, 2025 (increase effective mid‑2025): Initial option grant 45,000 (monthly vest over 3 years); annual grant 30,000 (monthly vest over 1 year); cap $750,000 .
| Period | Initial Option Grant (shares) | Annual Option Grant (shares) | Vesting | Cap |
|---|---|---|---|---|
| FY2025 (standard program) | 17,000 | 10,000 | Monthly; 3 yrs initial / 1 yr annual | $750,000 |
| Transition period to Dec 31, 2025 | 45,000 | 30,000 | Monthly; 3 yrs initial / 1 yr annual | $750,000 |
- Individual director equity awards (grant‑date fair value):
| Year | Option Awards ($) | Shares Subject to Outstanding Option Awards at FY‑end | Source |
|---|---|---|---|
| FY2025 | 83,206 | 37,000 | |
| FY2024 | 74,099 | 27,000 |
Note: Director awards are options with time‑based vesting; no performance metrics were disclosed for director equity .
Other Directorships & Interlocks
| Company | Relationship to KALV | Detail |
|---|---|---|
| XORTX Therapeutics Inc. | Unrelated issuer | Treanor serves as director since Dec 2023; no related‑party transaction with KALV disclosed in retrieved filings |
Expertise & Qualifications
- Commercial leadership across biopharma and med‑tech; prior VP roles at Insulet, AMAG, Oscient; earlier roles at Abbott and Johnson & Johnson .
- Academic credentials: MBA (Rensselaer Polytechnic Institute); B.S. (Bryant University) .
Equity Ownership
| As‑of Date | Common Stock | Options Exercisable within 60 Days | Total Beneficially Owned | Percent of Outstanding | Source |
|---|---|---|---|---|---|
| Aug 6, 2025 | 0 | 79,000 | 79,000 | <1% | |
| Aug 7, 2024 | 0 | 23,222 | 23,222 | <1% |
Additional context: Company‑wide insider trading policy prohibits hedging and prohibits pledging of company securities unless expressly approved by the general counsel; a compensation clawback policy compliant with SEC/Nasdaq is in place .
Governance Assessment
- Compensation Committee leadership: Treanor is Chair (since post‑2024 AGM), placing him at the center of pay policy, peer selection, and director compensation recommendations .
- Independence and attendance: Board deems him independent under Nasdaq rules; no directors fell below the 75% attendance threshold in FY2024 or FY2025 .
- Director pay and mix: Cash fees modest by small‑cap biotech standards with meaningful option component; Treanor’s FY2025 compensation totaled $137,547 (cash $54,341; option grant‑date value $83,206) vs. FY2024 total $124,099 (cash $50,000; options $74,099) .
- Ownership alignment signal: As of Aug 6, 2025, Treanor reported no common shares and beneficial ownership comprised solely of 79,000 options exercisable within 60 days—an alignment primarily via option upside rather than outright share ownership .
- Related‑party/Conflict scan: Proxy disclosures list related‑party transactions primarily involving significant shareholders’ financing participation; no transactions involving Treanor were identified in the retrieved disclosures .
- Say‑on‑pay investor signal: 2024 say‑on‑pay received 26,578,805 “For” vs. 4,459,363 “Against” votes (broker non‑votes 8,328,823), indicating solid support in the most recent vote .
- Risk and policy infrastructure: Anti‑hedging/anti‑pledging policy and clawback policy adopted; board conducts regular executive sessions of independent directors .
RED FLAGS / Watch‑items
- Low direct share ownership: No common stock reported for Treanor as of both Aug 7, 2024 and Aug 6, 2025; beneficial ownership reflected options only (<1% of shares outstanding) .
- Committee workload variability: Compensation Committee met 3x in FY2024 vs. 1x in FY2025 (though additional actions occurred by unanimous written consent); continued monitoring of committee meeting cadence is warranted .
Positive Indicators
- Clear independence determination and robust attendance record; independent Compensation Committee with an external consultant (Aon) assessed as conflict‑free .
- Majority voting with resignation policy enhances accountability in director elections .
Reference Policy Notes (Company‑wide, applicable to directors)
- Anti‑hedging and anti‑pledging (approval required for pledging) .
- Clawback (SEC/Nasdaq‑compliant) .
- Indemnification agreements and D&O insurance for directors .