Sergei M. Gryaznov
Chief Scientific Officer at MAIA
Executive
About Sergei M. Gryaznov
Sergei M. Gryaznov, Ph.D., is Chief Scientific Officer at MAIA Biotechnology. He is an internationally recognized scientist in drug discovery/development, oncology, telomerase, and nucleic acid therapeutics, and co‑inventor of MAIA’s telomere‑by‑telomerase targeting approach driving THIO, the lead program; he earned an M.S. with Honors in Organic Chemistry and a Ph.D. in Chemistry of Natural Products from M.V. Lomonosov Moscow State University, and completed a post‑doctoral fellowship at Northwestern University . He is 65 years old and serves on MAIA’s executive leadership team . He has served as CSO since December 2019 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Janssen Biopharma | Senior Director, Head | May 2015 – Oct 2019 | Led modern drug discovery initiatives; deep expertise in oncology and nucleic acid therapeutics . |
| MAIA R&D Leadership | Co‑inventor/lead scientist for THIO | Ongoing | Characterized THIO’s telomere targeting activity; foundational to MAIA’s lead program . |
External Roles
No public company directorships disclosed in the proxy statements for 2023–2025 .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (%) | Actual Bonus ($) | Notes |
|---|---|---|---|---|
| 2025 (Agreement) | 489,000 | 45% | — | New agreement dated Feb 1, 2025; discretionary cash bonus subject to performance objectives, corporate goals, and milestones . |
| 2024 | 363,000 | — | 145,200 | Bonus accrued at maximum allowed under employment agreement; payable in 2025 per Board determination (cash management considerations) . |
| 2023 | 363,000 | — | — | Board determined no bonuses payable for 2023 . |
Performance Compensation
Annual Incentive (Cash)
| Metric Category | Weighting | Target | Actual | Payout Form | Vesting/Timing | Source |
|---|---|---|---|---|---|---|
| Discretionary performance bonus | Not disclosed | Up to 45% of base | 2024 accrued $145,200 | Cash | Expected paid in 2025 | Based on attainment of individual objectives, corporate goals, and milestones . |
Performance metric definitions/weights are not disclosed; bonuses are determined at Board discretion considering corporate goals, individual goals, and cash management .
Equity Grants (Options) – 2024 Awards
| Grant Date | Type | # Unexercisable | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 04/26/2024 | Stock Option | 141,000 | 2.94 | 04/26/2034 |
| 01/24/2024 | Stock Option | 100,000 | 1.41 | 01/24/2034 |
Option Award Accounting (Grant‑Date Fair Value)
| Year | Option Awards ($) |
|---|---|
| 2024 | 408,177 |
| 2023 | 477,415 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 1,183,697 shares (includes common and options exercisable within 60 days) . |
| Ownership % of common | 3.85% of class (based on 29,587,314 shares outstanding) . |
| Common shares owned | 44,511 . |
| Options exercisable ≤60 days | 1,139,186 . |
| Vested vs unvested (as of 12/31/2024) | See grant‑level breakdown below . |
| Hedging/derivatives | Prohibited by Insider Trading Policy (short sales, hedging/monetization, puts/calls) . |
| Margin/pledging | Prohibited unless pre‑cleared; none pledged by directors/executives as of Dec 31, 2024 . |
| Ownership guidelines | Not disclosed in proxy . |
Outstanding Equity Awards (as of 12/31/2024)
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 04/26/2024 | — | 141,000 | 2.94 | 04/26/2034 |
| 01/24/2024 | — | 100,000 | 1.41 | 01/24/2034 |
| 05/31/2023 | 75,982 | — | 2.50 | 05/31/2033 |
| 03/08/2023 | 43,750 | 56,250 | 4.10 | 03/08/2033 |
| 09/16/2022 | 56,250 | 43,750 | 3.56 | 09/16/2032 |
| 07/01/2021 | 7,529 | — | 1.83 | 06/30/2031 |
| 04/16/2021 | 293,075 | — | 1.83 | 04/15/2031 |
| 04/01/2021 | 23,078 | — | 1.83 | 03/31/2031 |
| 01/01/2021 | 23,695 | — | 1.80 | 12/31/2030 |
| 11/03/2020 | 236,493 | — | 1.80 | 11/02/2030 |
| 04/01/2020 | 54,000 | — | 1.80 | 03/31/2030 |
| 12/19/2019 | 48,000 | — | 1.80 | 12/18/2029 |
| 12/01/2019 | 200,000 | — | 1.80 | 11/30/2029 |
Employment Terms
| Provision | Key Terms |
|---|---|
| Agreement date | February 1, 2025 . |
| Employment | At‑will (amended agreements entered Feb 1, 2025) . |
| Base salary | $489,000 (2025 agreement) . |
| Annual bonus | Up to 45% of base; discretionary; based on individual objectives, corporate goals, milestones . |
| Severance (without Cause / for Good Reason) | 12 months of base salary; acceleration of unvested equity that would have vested in the 12 months post‑termination; up to 12 months of health coverage cost‑shared as before termination; subject to release. Terms incorporated as “substantially the same” as CEO agreement . |
| Change‑of‑Control (within 180 days post‑CoC) | Lump sum 18 months base salary; lump sum 1.5x target bonus; acceleration of all unvested equity; up to 18 months health coverage cost‑shared; subject to release. Terms incorporated as “substantially the same” as CEO agreement . |
| Restrictive covenants | Invention assignment, confidentiality, non‑compete and non‑solicit during employment and for 12 months thereafter (as per CEO agreement; incorporated) . |
| Indemnification | Contractual rights to indemnification, expense advancement/reimbursement to fullest extent of DGCL, subject to exceptions . |
Performance & Track Record
- Scientific leadership: Recognized expert in telomerase and nucleic acid therapeutics; led characterization of THIO’s telomere‑targeting activity, central to MAIA’s oncology strategy .
- Tenure at MAIA: CSO since December 2019, bringing prior senior leadership experience from Janssen Biopharma .
Compensation Committee and Governance (context)
- Compensation committee comprises Dr. Smith (Chair), Mr. Luput, and Mr. Guerrero; all independent under NYSE American; 2 meetings and 14 actions by consent/electronically in 2024; committee administers incentive and equity compensation plans .
- Insider Trading Policy: Prohibits hedging/monetization, short sales, and derivatives; margin/pledging prohibited unless pre‑cleared; no pledging by directors/executives as of Dec 31, 2024 .
Investment Implications
- Alignment: Significant option ownership and new 2025 cash comp structure (base $489k, bonus up to 45%) align incentives to achieve scientific and corporate milestones; anti‑hedging/pledging policy and no pledged shares reduce misalignment risk .
- Retention: Robust severance and CoC protections (salary continuation/accelerations; 1.5x target bonus under CoC) plus sizeable unvested options likely mitigate near‑term attrition risk; options expiring 2029–2034 create ongoing vesting/incentive hooks .
- Selling pressure: Large pool of options exercisable within 60 days (1,139,186) and additional unexercisable tranches could introduce episodic supply upon exercise; monitor Form 4 filings around vesting and price thresholds for trading signals .
- Pay‑for‑performance transparency: Bonus metrics remain discretionary and not weight‑specified, increasing qualitative judgment by the Board; investors should track disclosed milestones (corporate goals) to anticipate bonus outcomes and potential equity grant cadence .