Rajiv Patni
About Rajiv Patni
Rajiv Patni, M.D. is an independent director of Quince Therapeutics (QNCX), serving since February 2024; he is 56 years old as of April 16, 2025 and a member of the Compensation Committee . He earned his M.D. from the Icahn School of Medicine at Mount Sinai (accelerated B.S./M.D.), completed internal medicine residency and adult cardiology fellowship at Albert Einstein College of Medicine, and later served as an attending physician-scientist before moving into biopharma . His core credentials include senior clinical leadership across small-cap commercial-stage biotech and late-stage development, with regulatory negotiations and a track record contributing to approvals of 11 medicines across rare diseases .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reata Pharmaceuticals | EVP & Chief Research and Development Officer | Jun 2023 – Sep 2023 (acquired by Biogen) | Senior R&D leadership through acquisition; registrational and regulatory experience |
| Global Blood Therapeutics | Chief Medical Officer | Aug 2020 – Jun 2023 | Led clinical strategy at commercial-stage biotech; contributed to rare disease approvals |
| Portola Pharmaceuticals | Chief Medical Officer | Feb 2020 – Jul 2020 | Short-tenure CMO at public biopharma |
| Adamas Pharmaceuticals | Chief Medical Officer | Jun 2015 – Jan 2020 | CMO for public small-cap; late-stage neurology portfolio |
| Pfizer; Roche; Actelion; Ocera Therapeutics | Increasing responsibility roles | Early career (dates not disclosed) | Translational-to-registrational studies; rare disease regulatory agency negotiation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| BioXcel Therapeutics | Strategic Clinical Advisor to CEO and Board | Since Dec 2023 | Advisory role (not a director) at public biopharma |
Board Governance
- Independence: Board determined all non-management directors (including Patni) are independent under Nasdaq; all audit, compensation, and nominating committee members satisfy SEC/Nasdaq independence requirements .
- Committee assignments: Compensation Committee member; the Compensation Committee is composed of David A. Lamond (Chair), Margaret A. McLoughlin, Ph.D., and Rajiv Patni, M.D. .
- Meeting cadence and attendance: In 2024, Board met 4x; Audit 4x; Compensation 3x; Nominating 2x; each director attended at least 75% of meetings of the Board and committees on which they served .
- Lead Independent Director: Una Ryan, OBE, Ph.D., serves as Lead Independent Director with responsibilities for executive sessions, liaison duties, and stockholder communication availability .
- Risk oversight: Board and committees oversee financial, operational, legal/regulatory, cybersecurity/privacy, and reputational risks; Audit reviews major financial risk exposures and related-party transactions; Compensation monitors compensation-related risk; Nominating oversees governance practices and independence .
- Classified board: Three-year staggered terms; Patni stands in Class III (elected in 2025 to term ending 2028) .
Fixed Compensation
| Component | Policy/Amount | Notes |
|---|---|---|
| Board annual cash retainer | $38,000 (member) | Paid quarterly in arrears; may elect to receive in the form of a stock option beginning 1/1/2025 . |
| Board annual cash retainer (Lead/Chair) | $52,500 (Lead/Chair inclusive of member retainer) | Inclusive, not in addition, to member retainer . |
| Audit Committee | $7,500 member; $15,000 chair | Paid quarterly; independent composition . |
| Compensation Committee | $5,500 member; $11,000 chair | Committee includes Patni (member) . |
| Nominating & Corporate Governance Committee | $4,000 member; $8,000 chair | Independent composition . |
Director 2024 actual compensation (Patni):
| Year | Fees Earned/Paid in Cash ($) | Stock Option Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 34,625 | 81,270 | 115,895 |
Performance Compensation
| Grant Date | Type | Shares | Exercise Price | Vesting | Source |
|---|---|---|---|---|---|
| Feb 15, 2024 | Initial director stock option under 2019 Plan | 54,000 | $1.30 | 1/3 annually over 3 years, subject to service | |
| Jun 5, 2024 | Annual director stock option | 13,500 | $0.82 | 100% on 1-year anniversary, subject to service | |
| Jun 4, 2025 | Annual director stock option | 27,000 | $1.09 | 100% on 1-year anniversary, subject to service | |
| 2024 Aggregate | Stock option awards (fair value) | — | — | — | $81,270 aggregate grant-date fair value in 2024 |
Change-in-control acceleration for director options: All director stock options vest in full immediately prior to, and contingent upon, the consummation of a change in control, subject to continued service through the change in control .
Equity grant timing policy: Company indicates grant dates are predetermined and not timed around MNPI; non-employee director grants occur at initial appointment and close of business on the annual meeting date .
Other Directorships & Interlocks
- Public company boards: None disclosed for Patni beyond QNCX .
- External advisory engagement: Strategic Clinical Advisor at BioXcel Therapeutics (public biopharma) .
- Related-party transactions: Company discloses related-party items since 2023; none involve Patni; 8-K confirms Patni is not party to any transaction requiring Item 404(a) disclosure .
Expertise & Qualifications
- Medical training and clinical leadership: M.D. (Icahn School of Medicine), internal medicine and cardiology training at Albert Einstein; attending physician-scientist background .
- Rare disease regulatory and development: Negotiations with FDA/EMA; contributed to approvals for PAH, advanced Parkinson’s, sickle cell disease, Friedrich’s ataxia; total of 11 approvals across agencies (as disclosed) .
- Senior biopharma executive experience: CMO/CRDO roles at public companies across late-stage and commercial settings .
Equity Ownership
| As-of Date | Shares Owned | Options Exercisable within 60 Days | Aggregate Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|
| Mar 31, 2025 | — | 18,000 | 18,000 | * (based on 44,089,142 outstanding) |
| Dec 31, 2024 (outstanding options) | — | — | 67,500 options outstanding | — |
Hedging/pledging policy: Directors are prohibited from hedging or pledging company securities and from trading publicly-traded derivatives on company stock (except compensatory awards) .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Securities Transacted | Exercise Price | Securities Owned Post | Security | SEC Link |
|---|---|---|---|---|---|---|---|
| 2025-06-06 | 2025-06-04 | Award (Director Stock Option) | 27,000 [1] | $1.09 [1] | 27,000 [1] | Director Stock Option (Right to Buy) [1] | |
| 2024-06-07 | 2024-06-05 | Award (Employee Stock Option) | 13,500 [2] | $0.82 [2] | 13,500 [2] | Employee Stock Option (right to buy) [2] | |
| 2024-02-15 | 2024-02-15 | Award (Employee Stock Option) | 54,000 [3] | $1.30 [3] | 54,000 [3] | Employee Stock Option (right to buy) [3] | |
| 2024-02-15 | 2024-02-15 | Initial Statement | — [4] | — [4] | — [4] | Form 3 [4] |
Sources: Insider-trades skill output and SEC filings .
Governance Assessment
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Strengths
- Independence and committee service: Board has determined Patni is independent; he serves on the Compensation Committee, which is independent and oversees executive pay and human capital strategy .
- Attendance and engagement: The Board and all committees met regularly in 2024; each director met the 75% attendance threshold, indicating engagement .
- Alignment policies: Prohibition on hedging and pledging supports alignment with stockholders; directors may elect equity in lieu of cash retainers, increasing skin-in-the-game .
- No related-party exposure: Company disclosure and 8-K appointment note no Item 404(a) transactions involving Patni .
-
Watch items
- Single-trigger change-in-control vesting for director options (full acceleration immediately prior to change in control) can be perceived as reducing retention incentives post-transaction; monitor for potential governance scrutiny if combined with significant equity grants .
- Classified board structure may impede rapid shareholder-driven board change; investors often discount staggered boards for entrenchment risk, albeit QNCX asserts continuity benefits .
-
Shareholder sentiment
- 2025 Annual Meeting: Patni was elected with 16,270,053 votes for vs. 1,189,290 withheld; Say-on-Pay passed (16,590,485 for; 800,094 against; 68,764 abstentions) .
-
Compensation mix and ownership alignment
- 2024 mix shows meaningful equity component ($81,270 options vs. $34,625 cash), consistent with policy to emphasize long-term alignment for non-employee directors .
- Beneficial ownership reflects options only (18,000 exercisable within 60 days as of March 31, 2025) with no directly owned common shares disclosed; ongoing annual option grants may increase economic exposure over time .
