Sundeep Agrawal
PAVmedAbout Sundeep Agrawal
Sundeep Agrawal, M.D., age 40, is a Class B director of PAVmed Inc. (PAVM) appointed September 10, 2024, with his term expiring at the 2027 annual meeting . He is Founder and Managing Partner of Brahma Capital (launched February 2019), was a General Partner at Colt Ventures until November 2024, and previously held investing and banking roles at Longitude Capital and Oppenheimer & Co.; he holds an M.D. and B.A. in Biology from George Washington University and completed clinical training at Lenox Hill Hospital in New York, NY .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Brahma Capital | Founder & Managing Partner | Feb 2019–present | Led investments in public and private biotech companies |
| Colt Ventures | General Partner | Until Nov 2024 | Private investment firm leadership |
| Longitude Capital | Vice President | Not disclosed | Healthcare investment (approx. $2B AUM firm) |
| Oppenheimer & Co. | Executive Director, Healthcare Investment Banking | Not disclosed | Healthcare IB execution |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| BlossomHill Therapeutics | Director | Current | Small molecule drug discovery/development (oncology/autoimmune) |
| Alterome Therapeutics | Director | Current | Targeted oncology therapeutics |
Board Governance
| Topic | Detail |
|---|---|
| Board classification | Class B director; term expires at 2027 annual meeting |
| Committees | Not listed on Audit, Compensation, or Nominating & Corporate Governance committees as of FY2024 |
| Independence | Filing identifies Glennon, Baxter, Sparks, White as independent; Dr. Agrawal is not listed among independent directors |
| Attendance | All directors attended ≥75% of Board and applicable committee meetings in FY2024 |
| Lead Independent Director | Ronald M. Sparks serves as Lead Independent Director; independent directors meet in executive sessions regularly |
Fixed Compensation
| Item | Amount | Notes |
|---|---|---|
| Annual director retainer (cash) | $50,000 | Non-employee directors only |
| Committee chair fees (annual) | Audit: $27,500; Compensation: $18,000; Nominating/Gov: $12,500 | |
| Committee member fees (annual) | Audit: $17,500; Compensation: $12,500; Nominating/Gov: $7,500 | |
| 2024 cash fees (Agrawal) | $27,574 | Partial year since 9/10/2024 appointment |
Performance Compensation
| Award Type | Grant Date | Shares/Options | Exercise Price | Expiration | Vesting Schedule | Grant Date Fair Value |
|---|---|---|---|---|---|---|
| Restricted Stock (advisor grant) | 07/24/2023 | 12,195 shares | N/A | N/A | 1/3 vests 06/30/2024; remainder quarterly 09/30/2024–06/30/2026 | N/A |
| Stock Option (director grant) | 09/19/2024 | 205,000 options | $1.63 | 09/19/2034 | 1/3 vests 06/30/2025; balance quarterly 09/30/2025–06/30/2027 | N/A |
| Stock Option (advisor grant) | 10/21/2024 | 50,000 options | $1.04 | 10/21/2034 | 1/3 vests 06/30/2025; balance quarterly 09/30/2025–06/30/2027 | N/A |
| Aggregate 2024 director equity (grant-date fair value) | 2024 | — | — | — | — | $289,725 total |
| Unvested RS at 12/31/2024 (market value) | 12/31/2024 | 6,096 shares | N/A | N/A | Unvested balance from 2023 RS award | $3,828 |
Notes:
- Company policy: non-employee directors receive annual equity grants with ≈$150,000 fair value; initial grant ≈$250,000 (recent annual grants in Feb 2024 were RS instead of options) . Dr. Agrawal’s aggregate 2024 equity value reflects his initial director grant plus his advisor option .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| BlossomHill Therapeutics | Not disclosed as public | Director | None disclosed |
| Alterome Therapeutics | Not disclosed as public | Director | None disclosed |
Expertise & Qualifications
- Medical/scientific training (M.D., clinical training at Lenox Hill) combined with healthcare investing/banking experience (Longitude Capital; Oppenheimer) supports healthcare capital markets and transaction oversight .
- Board experience at life sciences companies (BlossomHill, Alterome) and leadership of an investment firm (Brahma Capital) indicate network and industry knowledge beneficial to strategic partnering and financing .
Equity Ownership
| As-Of Date | Beneficially Owned Shares | % of Class | Notable Components/Notes |
|---|---|---|---|
| 04/22/2025 (record date for 2025 annual meeting) | 12,195 | <1% | Advisor RS grant outstanding; no options included as of this record date |
| 10/23/2025 (record date for 2025 special meeting) | 268,445 | <1% | Includes: 12,195 RS from 2023 grant; 150,000 RS grant vesting 05/20/2028; 106,250 options (vested/vesting within 60 days) from 2024 option grants |
Policy on hedging/pledging:
- Insider trading policy prohibits short-term trading, short sales, derivatives/hedging, and pledging of company securities by directors and officers .
Ownership guidelines:
- The company discloses it does not have formal equity ownership guidelines for named executive officers; no director ownership guidelines disclosed .
Related-Party/Conflict Considerations
- Strategic Advisor Agreement: PAVmed retained Dr. Agrawal as a strategic advisor starting June 29, 2023; monthly fee $7,500 (raised to $10,000 effective 2/1/2024; reduced to $3,333 effective 9/10/2024 upon joining the Board). Equity: 12,195 RS in July 2023; option for 50,000 shares granted Oct 2024. Agreement also provides for issuance of equity representing 10% of the issued and outstanding shares of common stock of certain subsidiaries formed to consummate acquisitions that result from his services (none issued to date). Terminable by either party on ten days’ notice .
- Independence optics: The proxy’s independence disclosure does not list Dr. Agrawal among independent directors, and his ongoing consulting and equity arrangements represent potential conflicts under Nasdaq independence criteria .
Director Compensation (2024)
| Component | Agrawal Amount | Reference |
|---|---|---|
| Fees earned (cash) | $27,574 | |
| Equity awards (grant-date fair value) | $289,725 | |
| Total | $317,299 |
Governance Assessment
- Independence and conflicts: Not identified as an independent director; maintains a paid strategic advisory role with the company and has transaction-contingent subsidiary equity rights. These are potential RED FLAGS that can impair perceived independence and create related-party exposure .
- Committee exposure: Not seated on Audit, Compensation, or Nominating committees, which mitigates immediate control over sensitive oversight areas while advisory relationship persists .
- Ownership alignment: Beneficial ownership increased materially by October 2025 via RS and options, improving alignment; company prohibits hedging/pledging, which supports alignment .
- Engagement: Company reports ≥75% attendance for all directors; Agrawal joined during 2024 and is covered by this disclosure, supporting baseline engagement .
- Pay structure signals: Equity-heavy initial director grant aligns with company policy and emphasizes long-term incentives. However, concurrent advisor equity/fees alongside director equity may raise pay-for-independence concerns; continued disclosure and clear role separation are advisable .