Kerry Wentworth
About Kerry Wentworth
Kerry Wentworth is Chief Regulatory Officer at Nuvation Bio, serving since May 2022. She is 52, with a B.S. in pre‑veterinary medicine from the University of New Hampshire, and previously held senior regulatory leadership roles at Flexion Therapeutics (VP Regulatory Affairs → SVP → CRO), Agenus, Genelabs Technologies, and Genzyme . Nuvation Bio’s proxy indicates the company did not use financial performance measures to link executive compensation for the most recent fiscal year; the Pay‑Versus‑Performance disclosure shows a TSR metric value of $22.74 for 2024 and $12.91 for 2023, and a net loss of $567.9M in 2024 and $75.8M in 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Flexion Therapeutics | VP Regulatory Affairs (Nov 2014–Oct 2015); SVP (Nov 2015–Dec 2017); Chief Regulatory Officer (Jan 2018–2021) | 2014–2021 | Led regulatory and quality strategies across portfolio; role concluded upon acquisition by Pacira Biosciences in 2021 . |
| Agenus, Inc. | Vice President, Clinical, Regulatory and Quality | n/a | Led all global regulatory and clinical development efforts . |
| Genelabs Technologies, Inc. | Head, Regulatory and Quality function | n/a | Led regulatory and quality organization . |
| Genzyme | Positions of increasing responsibility in Regulatory Affairs | n/a | Built regulatory expertise at a major biopharma . |
Fixed Compensation
- Executive compensation components consist of base salary, annual performance‑based bonus, long‑term equity incentives, and standard benefits; bonuses are set as a % of base salary at targets determined by the Compensation Committee (e.g., 2024 targets: CEO 75%, select NEOs 40%), with specific annual corporate objectives kept confidential .
- Kerry Wentworth’s individual base salary and bonus details are not disclosed; as a smaller reporting company, Nuvation Bio only provides NEO data, and Kerry is not an NEO in the latest proxy .
Performance Compensation
- Long‑term equity awards include time‑vested stock options and LTIP options subject to market or performance conditions tied to corporate milestones; annual refresh grants are typically made on the last business day of February .
- Specific annual bonus metrics (weightings, targets, actual, payout factors) are not disclosed due to competitive sensitivity; the company did not use “financial performance measures” for executive pay in the most recent Pay‑Versus‑Performance disclosure .
Equity Ownership & Alignment
| Date | Action | Shares | Price ($/sh) | Value ($) | Direct Holdings After | Source |
|---|---|---|---|---|---|---|
| 2025‑06‑16 | Open‑market purchase (Form 4) | 50,000 | 1.79–1.80 | 89,740 | 50,000 |
- Company anti‑hedging/anti‑pledging policy prohibits short sales, options/derivatives, hedging transactions, margin accounts, and pledges for all directors, employees, and consultants .
- Shares outstanding as of March 25, 2025 were 338,668,551 Class A and 1,000,000 Class B; Kerry’s 50,000 Class A shares represent a de minimis percentage of outstanding Class A (approx. 0.015%), underscoring alignment primarily via governance policies rather than ownership scale .
Employment Terms
| Topic | Terms | Source |
|---|---|---|
| Severance (without cause) | Tier 1 executives (includes all current executive officers) receive 12 months base salary and 12 months COBRA reimbursement upon involuntary termination without cause (release required) . | |
| Change‑in‑Control (CIC) double‑trigger | If terminated without cause or resign for good reason within 12 months after a CIC: above severance plus lump‑sum 100% of target annual bonus (Tier 1) and full acceleration of time‑based equity; performance‑conditioned equity does not accelerate unless Board decides . | |
| Clawback | Dodd‑Frank‑compliant incentive compensation recoupment policy implemented; Sarbanes‑Oxley §304 reimbursement obligations may apply to CEO/CFO in restatement scenarios . | |
| Insider trading, hedging, pledging | Comprehensive policy prohibits hedging and pledging across insiders; Section 16 compliance noted for 2024 . |
Investment Implications
- Positive alignment signal: Kerry executed an open‑market purchase of 50,000 shares in June 2025, alongside other senior executives, indicative of internal confidence at depressed prices and reducing perceived near‑term selling pressure for her account .
- Retention risk is moderated by double‑trigger CIC protections (salary, bonus, and time‑based equity acceleration) but performance‑conditioned equity remains unaccelerated, preserving pay‑for‑performance discipline .
- Governance safeguards (anti‑hedging/pledging and clawback) reduce alignment red flags; detailed pay metrics are limited due to smaller reporting company status and non‑NEO disclosure, so monitoring Form 4 activity and future proxies remains critical .
- Company‑level Pay‑Versus‑Performance shows no use of financial performance measures for pay and continued net losses typical of pre‑commercial biopharma; equity‑linked incentives (options, LTIP) align upside with regulatory/commercial execution milestones rather than near‑term accounting outcomes .