Pol Boudes
Protalix BioTherapeuticsAbout Pol F. Boudes, M.D.
Independent director at Protalix BioTherapeutics (PLX) since January 2020; age 68. Senior physician and longtime biotechnology CMO with >25 years of R&D leadership, especially in orphan drugs and translational medicine; M.D. from the University of Aix‑Marseilles with specialties in Endocrinology/Metabolic Diseases, Internal Medicine, and Geriatrics . The Board has determined he is independent under NYSE American and SEC standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Galectin Therapeutics (NASDAQ:GALT) | Chief Medical Officer | Mar 2020–Aug 2024 | Advanced development of belapectin for liver cirrhosis |
| CymaBay Therapeutics (NASDAQ:CBAY) | Chief Medical Officer | Apr 2014–Oct 2019 | Led rare liver disease programs incl. seladelpar for PBC |
| Amicus Therapeutics (NASDAQ:FOLD) | Chief Medical Officer | 2009–2013 | Instrumental in development of migalastat (Galafold) for Fabry disease; also Pompe and Gaucher programs |
| Berlex (Bayer), Wyeth‑Ayerst, Hoffmann‑La Roche, Pasteur‑Merieux | Various R&D roles | Prior to 2009 | Senior clinical development roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rectify Pharmaceuticals (private) | Chief Medical Officer | Aug 2024–present | Private company focused on Positive Functional Modulators |
| Various | R&D consultant | Ongoing | Consulting in drug development |
Board Governance
- Independence: Classified as an independent, non‑employee director .
- Committees: Not listed as a member of Audit & Finance, Compensation, or Nominating (current membership: Audit & Finance—Ben Zvi (Chair), Bar Shalev, Schwartz; Compensation—Bar Shalev (Chair), Ben Zvi, Schwartz; Nominating—Bar Shalev (Chair), Forster, Schwartz) .
- Attendance and engagement: In 2024, the Board held 6 meetings (Audit 4, Compensation 3; Nominating did not meet); all directors serving during 2024 (including Dr. Boudes) attended ≥75% of Board/committee meetings; he also participated in the 2024 annual meeting . In 2023, the Board held 8 meetings (Audit 4, Compensation 5, Nominating 1); all directors attended ≥75% .
- Board leadership: Chair is independent (Dr. Forster); non‑management directors hold separate sessions at least twice per year .
Fixed Compensation (Non‑Employee Director)
Director compensation detail (PLX fiscal years):
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Annual cash fees ($) | 41,250 | 45,000 |
| Option awards ($ fair value) | 38,660 | — |
| All other compensation ($) | 35,475 (consulting) | 1,350 (consulting) |
| Total ($) | 115,385 | 46,350 |
- Program structure: Since Sept 2023, non‑chair directors receive an annual cash retainer of $45,000; the Chair receives $70,000 . No additional meeting fees disclosed .
Performance Compensation (Equity awards and terms)
| Award | Grant terms | Vesting | Notes |
|---|---|---|---|
| Non‑employee director option grant (program adopted Sept 2023) | Options to purchase 61,676 shares at $1.66 per share (each non‑employee director other than the Chair) | Vests quarterly in 12 equal installments over 3 years | Chair received a separate grant (85,715 options at $1.75) |
No director option grant is shown for FY 2024 in the compensation table; Dr. Boudes’ FY 2024 total reflects cash retainer and minor consulting only .
Other Directorships & Interlocks
| Company | Board role | Status |
|---|---|---|
| — | — | No other public company directorships disclosed in PLX 2024/2025 proxies for Dr. Boudes . |
- Interlocks/related roles: None disclosed. Compensation Committee interlocks: none; no PLX executives serve on compensation committees of entities where PLX Compensation Committee members are executives .
Expertise & Qualifications
- Drug development leadership in orphan diseases and translational medicine; prior CMO roles at GALT, CBAY, FOLD .
- Notable program outcomes: migalastat (Galafold) for Fabry disease; rare liver disease programs; belapectin development .
- Medical credentials: M.D., University of Aix‑Marseilles; specialty training in Endocrinology/Metabolic diseases, Internal Medicine, and Geriatrics .
Equity Ownership
| Ownership element (as of Apr 30, 2025) | Amount |
|---|---|
| Common shares owned (direct/indirect) | 40 |
| Options exercisable within 60 days | 110,352 |
| Unvested options (not vested within 60 days) | 41,324 |
| Total beneficial ownership (SEC Rule 13d) | 110,392 |
| Ownership as % of shares outstanding | <1% |
- Hedging/pledging: Company policy prohibits pledging, short sales, and derivatives/hedging in company stock, enhancing alignment and reducing risk .
Governance Assessment
-
Strengths
- Independent director with deep therapeutic development experience aligned to PLX’s rare disease focus .
- Good attendance; participation in 2024 annual meeting; Board holds independent sessions .
- Director pay program is modest (cash retainer $45k) with equity vesting over 3 years, aligning with long‑term value .
-
Watch items / RED FLAGS
- Consulting services to the company (FY 2023: $35,475; FY 2024: $1,350) could present perceived conflicts; however, the Audit & Finance Committee consented/oversees such work and amounts were low in FY 2024 .
- Low direct share ownership (40 shares; most exposure via options), which may signal limited “skin‑in‑the‑game” outside option incentives .
-
Neutral/Context
- Not assigned to Audit, Compensation, or Nominating committees, limiting direct committee influence but avoiding independence sensitivities tied to consulting .
- No related‑party transactions disclosed involving Dr. Boudes under Item 404 thresholds; the sole cited related‑party transaction involved a different director nominee’s firm (Catenion) .
Overall: An experienced R&D operator whose background is tightly aligned with PLX’s pipeline and therapeutic areas. Independence confirmed and attendance acceptable. Minor consulting engagement warrants continued oversight but appears immaterial in FY 2024 and subject to Audit Committee controls .