Olivier Jarry
About Olivier R. Jarry
Olivier R. Jarry, 64, has served as an independent director of OS Therapies Incorporated since October 28, 2024. He is Co‑founder and CEO of Libera Bio S.L. (since 2018), COO of Advantage Therapeutics Inc. (since May 2023), and CFO of Rational Vaccines, Inc. (since August 2021). His prior leadership includes roles at DarioHealth (President & CCO), Intrexon (SVP, Officer), Bristol‑Myers Squibb (Head of Strategy/Operations/Market Access for Emerging Markets), Bayer Diabetes Care (Global BU Head), and multiple senior roles at Novartis. He holds an M.Sc. from École Centrale de Paris, an MEng from Délégation Générale pour l’Armement, and a TRIUM Executive MBA (NYU Stern/LSE/HEC).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DarioHealth Corp. (Nasdaq: DRIO) | Advisor; then President & Chief Commercial Officer | Advisor 11/2016–9/2017; P/CCO until 1/2020 | Commercial leadership in digital therapeutics |
| Intrexon Corp. (NYSE: XON) | Senior Vice President, Consumer Sector; Officer | 2015–2016 | Led strategy in engineered biology; corporate officer |
| Bristol‑Myers Squibb (NYSE: BMY) | Head of Strategy, Operations & Market Access (Emerging Markets) | 2011–2012 | Oversaw launches/growth across oncology/virology/rheumatology/CV/diabetes |
| Bayer Diabetes Care | Global Business Unit Head | 2009–2010 | Led global diabetes care franchise |
| Novartis International AG (NYSE: NVS) | Multiple senior roles incl. Global Division Head of Strategy, BD&L; SVP & Region Head (LatAm; APAC); Head of India Rural Business; Head of Europe/Russia/CIS – Vaccines | 2001–2009 | Strategy, BD&L, and multi‑region P&L leadership |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Libera Bio S.L. | Co‑founder & Chief Executive Officer | Apr 2018 | Private Spanish biopharma (intracellular oncology) |
| Advantage Therapeutics Inc. | Chief Operating Officer | May 2023 | Investigational‑stage, diseases of aging |
| Rational Vaccines, Inc. | Chief Financial Officer | Aug 2021 | Infectious disease (HSV‑1/HSV‑2) |
Board Governance
- Independence and board structure: The board determined all non‑employee directors, including Jarry, are independent. The chair is also the CEO (Paul A. Romness); no lead independent director is disclosed.
- Committees and roles:
- Compensation Committee: Member (Chair: Theodore F. Search).
- Nominating & Corporate Governance Committee: Member.
- Audit Committee: Not a member.
- Attendance and engagement: In 2024, the board held 4 meetings and each director attended at least 75% of board and applicable committee meetings; regular executive sessions occur without employee directors, and independent directors meet in executive session at least annually.
- Upcoming governance initiatives: The company has not yet adopted a formal insider trading policy or hedging policy; the board intends to adopt an insider trading policy in 2025.
Fixed Compensation (Non‑Employee Director)
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (member) | $0 | Policy provides no member retainer; only Chair receives $5,000. |
| Board Chair retainer | N/A | Jarry is not Chair. |
| Committee chair fees | $0 | No additional retainers disclosed for chairs. |
| Meeting fees | $0 | Not disclosed/none paid in 2024. |
Performance Compensation (Equity)
| Award Type | Grant Date | Fair Value | Shares/Options | Exercise Price | Vesting | Notes |
|---|---|---|---|---|---|---|
| Stock options (non‑employee director) | Not disclosed (directors had reportable transactions on Dec 5, 2024) | $24,505 | Not disclosed | Not disclosed | Not disclosed | Reported in 2024 non‑employee director compensation; directors filed Form 5 due to failure to file timely Form 4 for 12/5/2024 transactions. |
No performance metrics (TSR, revenue, EBITDA, ESG) are tied to non‑employee director compensation in the proxy. Equity is service‑based under the 2023 Incentive Compensation Plan.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed. |
| Prior public company boards | None disclosed. (Prior roles at public companies were executive/officer roles, not board seats.) |
| Potential interlocks | None disclosed with OSTX competitors/suppliers/customers; related‑party items in proxy do not involve Jarry. |
Expertise & Qualifications
- 40+ years across neuroimmunology, oncology, cell & gene therapy, synthetic biology, and digital therapeutics; extensive global strategy, BD&L, and market access expertise; senior leadership at Novartis, Bayer, BMS, Intrexon, and DarioHealth.
- Advanced technical and managerial education (École Centrale de Paris; TRIUM Executive MBA).
Equity Ownership
| Date (Record) | Beneficial Ownership (Common) | Percent of Class | Notes |
|---|---|---|---|
| Feb 12, 2025 | 0 | <1% | Listed as “—” in ownership table. |
| Aug 20, 2025 | 0 | <1% | Listed as “—” in ownership table. |
No vested/unvested breakdown, pledge/hedge activity, or ownership guideline compliance is disclosed for directors. The company has not adopted formal hedging policy; ownership guidelines are not disclosed.
Insider Trades and Section 16 Compliance
| Date/Period | Filing/Status | Note |
|---|---|---|
| FY 2024 | Section 16(a) compliance | Directors including Olivier Jarry filed Form 5 due to failure to file a Form 4 for transactions on December 5, 2024. |
Governance Assessment
Strengths
- Independent director with deep biopharma commercialization, strategy, and BD&L experience; serves on Compensation and Nominating/Governance committees, supporting board effectiveness.
- Director pay is primarily equity‑based; in 2024, Jarry received equity option value ($24,505) and no cash fees, aligning with shareholders and conserving cash at this early‑stage issuer.
Risks and Red Flags
- Board leadership concentration: CEO also serves as Chair; no lead independent director disclosed — potential oversight/independence concern in a small‑cap biotech.
- Policy gaps: No formal insider trading or hedging policy in place yet (intent to adopt in 2025). This is a governance lag versus best practices.
- Low director ownership: Jarry reported zero beneficially owned shares as of both February and August 2025; while options were granted, lack of disclosed stock ownership guidelines and minimal “skin in the game” may weaken alignment.
- Reporting lapse: Late Section 16 reporting (Form 5 for 12/5/2024 transactions) is a minor compliance red flag indicating controls/process maturation needed post‑IPO.
Contextual Board Practices
- Regular executive sessions at each board meeting and independent‑only sessions at least annually support independent oversight.
- Compensation Committee members (including Jarry) are independent and empowered to retain independent advisors; however, no specific consultant engagement is disclosed.
- Related‑party transactions disclosed in 2024–2025 do not involve Jarry.
Implications for Investors
- Jarry’s operating breadth (commercial, strategy, BD&L) is additive for OSTX’s partnering and pipeline monetization, especially as the company expands equity plans and pursues asset transactions.
- Governance maturity is evolving post‑IPO; addressing policy gaps (insider trading/hedging), enhancing director ownership, and clarifying lead independent oversight would bolster investor confidence.