Jose Manuel Otero
About Jose Manuel Otero
Jose Manuel Otero, Ph.D., age 46, is Chief Technical Officer at Lexeo Therapeutics, serving since May 2024. He holds a B.S. in Chemical Engineering and an M.S. in Biomedical Engineering from MIT, and a Ph.D. in Chemical and Biological Engineering from Chalmers University of Technology . The proxy describes compensation program oversight by the Compensation Committee but does not enumerate specific 2024 performance metrics (TSR, revenue, EBITDA) tied to his bonus calculations .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Auregen Biotherapeutics, Inc. | Chief Technical Officer | Apr 2023–May 2024 | Led technical operations at a private clinical-stage biotech |
| Turnstone Biologics, Inc. | VP, SVP, Chief Technology Officer | Apr 2017–Mar 2023 | Technical leadership across clinical-stage programs |
| Merck & Co., Inc. | Various roles of increasing responsibility | ~>10 years | Development and technical roles at global pharma |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Connecticut Academy of Science and Engineering | Governing Council Member | Since 2020 | Governance role in scientific body |
| Cellipoint Bioservices, Inc. | Board Member | Since Jan 2024 | External directorship in bioservices |
Fixed Compensation
| Component | FY 2024 Actual | 2025 Current Terms | Notes |
|---|---|---|---|
| Base Salary | $268,854 | $465,200 (effective Jan 1, 2025) | Employment agreement signed Apr 10, 2024 |
| Target Bonus % | — | 40% of base salary | Annual discretionary cash bonus target |
| All Other Compensation | $7,590 (401(k) match + tech stipend) | — | Company broad-based benefits; 401(k) match policy disclosed |
Performance Compensation
Annual Cash Incentive (Non-Equity Plan)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not disclosed in proxy | Not disclosed | Not disclosed | Not disclosed | $165,300 (FY 2024) | Cash; no vesting |
Equity Awards Granted/Outstanding
| Grant Date | Award Type | Shares | Grant-Date Fair Value (FY 2024 total) | Strike Price | Expiration | Vesting Schedule |
|---|---|---|---|---|---|---|
| Jun 12, 2024 | Stock Options | 187,500 | $2,545,286 (FY 2024 options total) | $18.19 | Jun 11, 2034 | 25% on May 20, 2025; 1/48 monthly thereafter |
| Jun 12, 2024 | RSUs | 31,250 | $568,438 (FY 2024 stock awards total) | — | — | RSU count disclosed; vesting schedule not specified for Otero in proxy table; MV at 12/31/24: $205,625 |
The Compensation Committee states it does not time grants around MNPI and prohibits hedging/pledging activities in the insider trading policy .
Equity Ownership & Alignment
| Item | Amount | Detail |
|---|---|---|
| Total Beneficial Ownership (as of Apr 15, 2025) | 52,595 shares; <1% of outstanding | Outstanding shares: 33,196,997 |
| Direct/Common Shares | 5,720 | As footnoted for Otero |
| Options Exercisable within 60 days | 46,875 | Included in beneficial calculation |
| RSUs Vesting within 60 days | Not listed for Otero | Table methodology includes RSUs vesting within 60 days if applicable |
| Hedging/Pledging | Prohibited by policy | No margin, options, short sales, hedging, pledging |
| Ownership Guidelines | Not disclosed | No executive ownership guideline disclosure found in proxy |
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Executed Apr 10, 2024; at-will; role CTO |
| Start Date / Tenure | May 2024 start; ~1.5 years as of Nov 2025 |
| Current Base / Target Bonus | $465,200 base (effective Jan 1, 2025); 40% target bonus |
| Initial Equity on Hire | 31,250 RSUs and 187,500 options at FMV |
| Severance (No Cause / Good Reason) | 12 months’ base salary (lump sum at 60 days); COBRA reimbursement up to 12 months or until new employer coverage; release and ongoing confidentiality/competition obligations required |
| Change-in-Control (Double Trigger) | If within 3 months pre- or 12 months post-CIC and terminated without cause or resigns for good reason: 12 months’ base salary; 100% of target bonus; COBRA reimbursement up to 12 months; 100% option vesting acceleration; standard release requirement |
Compensation Committee Analysis
- Committee members: Reinaldo Diaz (Chair), Steven Altschuler, M.D., and Paula HJ Cholmondeley; independent under Nasdaq and SEC standards .
- Responsibilities include setting overall compensation strategy, reviewing performance goals and assessing executive performance, and approving equity plans; Alpine Rewards, LLC engaged as independent compensation consultant .
Investment Implications
- Alignment and upside: Large option grant (187,500) with long-dated expiry and monthly vesting after May 20, 2025 aligns incentives with multi-year value creation; RSUs (31,250) add retention via time-based vesting; hedging and pledging prohibitions reduce misalignment risk .
- Near-/medium-term supply dynamics: As of Apr 15, 2025, 46,875 options were exercisable within 60 days; continuing monthly vest from May 2025 implies steady potential supply from vesting, contingent on trading windows and exercise economics .
- Retention and change-in-control: Double-trigger CIC terms (cash plus full option acceleration) provide protection but could incentivize exit in a sale scenario; base and 40% bonus target are competitive for CTO scope .
- Ownership is modest (<1%); while typical for a newly appointed CTO at a post-IPO biotech, it suggests reliance on ongoing equity vesting for alignment rather than meaningful pre-existing common ownership .
Missing disclosures: The proxy does not detail specific FY 2024 performance metrics/weightings used to determine the annual cash bonus for Otero, nor executive stock ownership guideline requirements; consider engaging IR for metric transparency and guideline policy .