Mette Kirstine Agger
About Mette Kirstine Agger
Independent Class I Director (age 60) at Lexeo Therapeutics since November 2020; current term expires at the 2027 annual meeting. Former Managing Partner of Lundbeckfonden Biocapital and biotech founder/CEO, with deep venture investing and board experience; holds an M.Sc. in Biology (University of Copenhagen) and MBA (Henley Business School, University of Reading) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lundbeckfonden Biocapital (formerly Lundbeckfonden Ventures) | Senior Advisor & Managing Partner | 2009–2022 | Led life sciences VC; investor in healthcare companies |
| 7TM A/S | Co-founder, Chief Executive Officer | 2000–2009 | Built therapeutic discovery platform |
| Esrum Biotech | Chief Executive Officer and Strategic Advisor | Since Mar 2022 | Strategic leadership at private biotech |
| Trevi Therapeutics, Inc. (public) | Director | Jul 2017–Jun 2019 | Governance oversight |
| Veloxis Pharmaceuticals A/S (public) | Director | Apr 2010–Dec 2019 | Governance oversight |
| Imara Inc. (public) | Director | Jan 2016–Jun 2020 | Governance oversight |
External Roles
| Organization | Role | Public/Private | Status |
|---|---|---|---|
| scPharmaceuticals Inc. | Director | Public | Since Mar 2014 |
| Esrum Biotech | CEO & Strategic Advisor | Private | Since Mar 2022 |
Board Governance
- Board/Committee roles: Audit Committee member; Chair, Nominating and Corporate Governance Committee .
- Independence: Board determined Agger is independent under Nasdaq rules (7 of 8 directors independent) .
- Attendance: Each director attended at least 75% of Board and committee meetings in FY2024; Board met nine times .
- Board structure: Classified board (8 members), Altschuler is independent Chair separate from CEO .
Fixed Compensation
| Component (FY2024) | Amount (USD) |
|---|---|
| Fees Paid or Earned in Cash | $59,500 |
| Option Awards (grant-date fair value) | $670,554 |
| Total | $730,054 |
Director Compensation Policy (cash retainers):
| Position | Annual Cash Retainer |
|---|---|
| Base Director Fee | $40,000 |
| Chair of Nominating & Corporate Governance Committee | $12,000 |
| Audit Committee Member | $7,500 |
Her FY2024 cash total ($59,500) aligns with Base ($40k) + Nom/Gov Chair ($12k) + Audit member ($7.5k) .
Performance Compensation
| Equity Award Structure | Details |
|---|---|
| Initial Director Option Grant | 36,000 shares; vests in equal annual installments over 3 years |
| Annual Director Option Grant | 18,000 shares; vests on earlier of 1 year or next annual meeting |
| Change-in-Control | All director option awards accelerate and vest upon a change in control |
| Outstanding Options (Agger, 12/31/2024) | 54,000 shares |
No RSUs/PSUs or performance metric-based pay disclosed for directors (policy is option-based only) .
Other Directorships & Interlocks
| Entity | Nature | Potential Interlock/Exposure |
|---|---|---|
| Lundbeckfond Invest A/S | >5% stockholder | Agger previously led Lundbeckfonden Biocapital and was designated to the board by Lundbeckfond Invest A/S in IPO context; investors’ rights agreement includes Lundbeckfond Invest A/S |
| Major holders in Private Placement/IP O | Eventide, Janus Henderson, Longitude IV, Omega Fund, Citadel | Related parties participated in IPO and 2024 private placement; standard registration rights; director designations noted (e.g., Agger by Lundbeckfond Invest A/S; Diaz by Longitude) |
Expertise & Qualifications
- Venture investing and board governance across public/private biopharma; former CEO/operator (7TM A/S) .
- Education: M.Sc. Biology (University of Copenhagen); MBA (Henley Business School, Univ. of Reading) .
- Committee leadership: Chair of Nominating and Corporate Governance; Audit experience .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial Ownership (shares) | 12,000 (options exercisable within 60 days of 4/15/2025) |
| Ownership % | Less than 1% |
| Outstanding Director Options (12/31/2024) | 54,000 |
| Hedging/Pledging | Prohibited by Insider Trading and Window Period Policy |
Signals from Shareholder Voting
| Proposal (2024 Annual Meeting) | For | Withheld | Broker Non-Vote |
|---|---|---|---|
| Election of Mette Kirstine Agger (Class I) | 14,499,254 | 7,450,057 | 1,249,160 |
- The sizable withheld vote (7.45M) suggests mixed support and potential investor scrutiny of board composition or director affiliations in 2024 .
Governance Assessment
-
Strengths:
- Independent status with material committee responsibilities (Audit member; Nom/Gov Chair), indicating active governance engagement .
- Consistent attendance (≥75%) and a majority-independent board chaired separately from management .
- Director equity compensation is option-heavy, aligning incentives with long-term shareholder value creation; no director RSUs/PSUs disclosed .
-
Watch items / potential conflicts:
- Change-in-control acceleration for director options is shareholder-unfriendly and can weaken transaction discipline; present in policy .
- Historical designation to the board by Lundbeckfond Invest A/S (a significant holder) and prior leadership at Lundbeckfonden Biocapital may create perceived interlock risks; investors’ rights agreement includes Lundbeckfond entities .
- 2024 vote showed a meaningful “withheld” block for her re-election, signaling investor reservations requiring continued engagement .
- Broader equity plan language (Inducement Plan) permits option repricing/cancellations with substitution—though employee-focused, repricing authority is a governance risk signal if applied imprudently .
Overall, Agger brings substantial biotech investment and operating expertise and chairs a key governance committee; investor confidence would be reinforced by robust disclosure around independence considerations related to prior affiliations, sustained engagement to address past withheld votes, and tighter change-in-control terms for director equity to align with best practices .