Andrew Combs
About Andrew Combs
Andrew P. Combs, Ph.D., is Prelude Therapeutics’ Chief Chemistry Officer (CCO) and has served in this role since April 2019. He is 59 years old as of the 2025 proxy and previously led discovery chemistry at Incyte (2003–2019), with earlier R&D roles at DuPont‑Merck, DuPont Pharmaceuticals, and Bristol‑Myers Squibb. His credentials include dual B.S. degrees in Chemistry and Molecular Biology (UW‑Madison), a Ph.D. in Organic Chemistry (UCLA), and HHMI post‑doctoral training at Harvard University .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Incyte Corporation | Vice President, Discovery Chemistry; led medicinal chemistry, analytical chemistry, enabling technologies, computational design, informatics | 2003–2019 | Led multi‑disciplinary discovery chemistry teams |
| DuPont‑Merck; DuPont Pharmaceuticals; Bristol‑Myers Squibb | Senior Research Scientist → Director, Medicinal Chemistry | Prior to 2003 | Progressive leadership across medicinal chemistry |
External Roles
No external board or public company roles disclosed for Combs in PRLD’s proxies .
Fixed Compensation
- PRLD discloses detailed compensation only for named executive officers (NEOs). Combs is not a NEO in the 2025 or 2024 proxies; therefore, base salary, target bonus, and actual bonus for Combs are not disclosed .
Performance Compensation
- Equity award details (RSUs/options grant counts, fair values, metric weighting/targets) are disclosed for NEOs only; no award‑level detail is provided for Combs in 2025 or 2024 proxies .
Equity Ownership & Alignment
Multi‑year beneficial ownership snapshot for Andrew Combs:
| Metric | 2023 | 2024 | 2025 |
|---|---|---|---|
| Voting Common Stock Beneficially Owned (shares) | 492,201 | 635,168 | 939,219 |
| Options Exercisable within 60 Days (included above) (shares) | 184,994 | 323,120 | 459,096 |
| % of Voting Common Stock Outstanding | 1.3% | 1.5% | 2.1% |
- Anti‑hedging: Company policy prohibits employees and officers (including Combs) from hedging or monetization transactions in PRLD stock (e.g., collars, forwards, exchange funds) .
- Pledging: No specific disclosure of pledged shares by Combs; pledging policy not explicitly described in proxies .
- Ownership guidelines: No executive stock ownership guideline disclosures identified for Combs in the proxies .
Employment Terms
- Role and tenure: Combs has served as Chief Chemistry Officer since April 2019 .
- Clawback: Board adopted an SEC Rule 10D‑1 compliant clawback policy in September 2023 requiring recovery of incentive‑based compensation after a required financial restatement, up to a 3‑year lookback, administered by the Compensation Committee .
- Insider Trading Policy: Company‑wide Trading Policy governs securities transactions; anti‑hedging prohibitions apply to officers .
- Change‑of‑control/severance: Detailed severance and change‑of‑control terms are disclosed only for NEOs (CEO, President/CMO, CFO). There is no Combs‑specific agreement disclosure in the proxies .
Compensation Committee Analysis
- Independence/consultant: The Compensation Committee (independent directors; chair: David Bonita, M.D.) engaged Compensia to review peer benchmarking and equity program design for executive pay and director compensation. Compensia reported to the Committee and was determined to have no conflicts of interest .
- EGC status: As an Emerging Growth Company, PRLD provides reduced executive compensation disclosure and is not required to hold non‑binding “say‑on‑pay” votes .
Investment Implications
- Alignment: Combs’ growing beneficial stake (including options exercisable within 60 days) from 492K to 939K voting shares between 2023 and 2025 indicates increased equity exposure and alignment, though the mix factors in option grants rather than net open‑market accumulation .
- Governance safeguards: Anti‑hedging and the SEC‑compliant clawback policy reduce misalignment risk and strengthen compensation governance for officers, including Combs .
- Transparency caveat: As Combs is not a NEO, pay mechanics (cash/equity mix, performance metrics, vesting schedules) are not disclosed, limiting precision in pay‑for‑performance evaluation for his role .