Jeremy Springhorn
About Jeremy Springhorn
Jeremy Springhorn, Ph.D. (age 62) has served as a non‑executive director of uniQure since September 2017. He is currently CEO of Nido Biosciences (since April 2021), previously Chief Business Officer at Syros Pharmaceuticals (2017–2021), and Partner, Corporate Development at Flagship Pioneering (2015–2017). Earlier, he was an original scientist and later VP of Corporate Strategy & Business Development at Alexion Pharmaceuticals, credited as an original inventor of Soliris; he holds a Ph.D. from LSU Medical Center and a BA from Colby College . The Board determined he is independent under Nasdaq and SEC rules; in 2024 the Board met nine times and each director attended at least 75% of Board and committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alexion Pharmaceuticals (Nasdaq: ALXN) | Original scientist; VP Corporate Strategy & Business Development | 1992–2015; VP 2006–2015 | Original inventor of Soliris; leadership across R&D and BD |
| Flagship Pioneering | Partner, Corporate Development | Mar 2015–Jun 2017 | VentureLabs support; corporate development for startups and CLPs |
| Syros Pharmaceuticals (Nasdaq: SYRS) | Chief Business Officer | Nov 2017–Apr 2021 | Business leadership for public biotech |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Nido Biosciences | Chief Executive Officer | Apr 2021–present | Small molecule therapeutics developer |
| NMD Pharma | Director | As disclosed in 2020 proxy | Listed as current in 2020 proxy; not repeated in 2024/2025 proxy bios |
| Mythic Therapeutics | Board of Advisors | As disclosed in 2020 proxy | Advisory role; not repeated in later proxy bios |
| Colby College | Board of Visitors | As disclosed in 2020 proxy | Academic board role |
No other current public company directorships were disclosed in the 2025 proxy biography beyond uniQure .
Board Governance
- Committee assignments (2025 expected): Audit Committee member (with Jack Kaye, Chair; and Rachelle Jacques), Nominating & Corporate Governance Committee Chair (with Jacques and David Meek), Research & Development Committee member (with Leonard Post, Chair; and Robert Gut) .
- Independence: Board determined Springhorn is independent; all members of Audit, Compensation, and Nominating & Governance committees are independent .
- Attendance and engagement: Board met nine times in 2024; each director attended ≥75% of Board and committee meetings; all directors attended the 2024 Annual Meeting. Audit Committee met seven times in 2024; Nominating & Governance met six; R&D met seven; each member attended ≥75% of their committee meetings .
- 2023 context: Board met ten times; Audit Committee met seven, R&D met five; each director attended ≥75%; directors attended both the AGM and EGM .
| Governance Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Board meetings (#) | 7 | 10 | 9 |
| Audit Committee meetings (#) | 6 | 7 | 7 |
| Nominating & Governance meetings (#) | — | — | 6 |
| Research & Development meetings (#) | — | 5 | 7 |
| Director attendance threshold | ≥75% | ≥75% | ≥75% |
Fixed Compensation
- Structure and retainers:
- Non‑executive director annual cash retainer: $40,000 (2022), increased to $45,000 by 2023 and maintained in 2024 .
- Chair of Board additional retainer: $35,000 (total $75,000 in 2022–2023; total $80,000 in 2024) .
- Committee retainers (members/chairs): Audit $10,000/$20,000; Compensation $7,500/$15,000; Nominating & Governance $5,000/$10,000; Research & Development $7,500/$15,000 (unchanged through 2025) .
| Retainer Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Non‑exec director annual retainer ($) | 40,000 | 45,000 | 45,000 |
| Board Chair total annual retainer ($) | 75,000 | 75,000 | 80,000 |
| Audit Committee member/chair ($) | 10,000 / 20,000 | 10,000 / 20,000 | 10,000 / 20,000 |
| Compensation member/chair ($) | 7,500 / 15,000 | 7,500 / 15,000 | 7,500 / 15,000 |
| Nominating & Gov member/chair ($) | 5,000 / 10,000 | 5,000 / 10,000 | 5,000 / 10,000 |
| R&D member/chair ($) | 7,500 / 15,000 | 7,500 / 15,000 | 7,500 / 15,000 |
| Jeremy Springhorn – Fees Earned and Equity Value | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Fees Earned ($) | 65,240 | 70,267 | 72,500 |
| Option Awards ($) | 151,861 | 179,130 | 36,918 |
| RSU Awards ($) | 152,452 | 175,566 | 36,926 |
| Total ($) | 369,552 | 424,963 | 146,344 |
Performance Compensation
- Annual equity grant structure: Each non‑executive director receives an annual equity grant split 50% stock options and 50% RSUs; both vest over one year; grants are sized relative to peer practice and director compensation is reviewed by an independent consultant .
- 2024 equity calibration: Due to ~70% share price decline in 2023 (from $22.67 to $6.77), the Compensation Committee intentionally reduced the 2024 director equity grant fair values below the peer group 25th percentile to manage dilution and shareholder alignment .
| Director Equity Mechanic | Vesting | Performance Metric |
|---|---|---|
| Stock options (50% of grant) | One‑year vesting | None disclosed for directors |
| RSUs (50% of grant) | One‑year vesting | None disclosed for directors |
| 2024 equity value positioning | Below peer 25th percentile | Calibrated due to share price decline and dilution considerations |
Other Directorships & Interlocks
- Current: No additional public company boards disclosed beyond uniQure; Springhorn serves as CEO of Nido Biosciences (private) .
- Prior/other boards: NMD Pharma (Director), Mythic Therapeutics (Advisory Board), Colby College (Board of Visitors) as disclosed in 2020 proxy; later proxies do not reiterate these roles .
| Organization | Role | Public/Private | Overlap/Interlock Risk |
|---|---|---|---|
| Nido Biosciences | CEO | Private | No disclosed related‑party ties to uniQure; Board affirms independence |
| NMD Pharma | Director | Private | Not reiterated in 2024/2025 proxy bios; no interlock disclosed |
| Mythic Therapeutics | Advisory Board | Private | Advisory capacity; no interlock disclosed |
| Colby College | Board of Visitors | Academic | Non‑profit; no interlock |
Expertise & Qualifications
- Deep biotech operator and BD executive, including original inventor contributions to Soliris at Alexion and strategic leadership across R&D and business development .
- Governance exposure through chairing Nominating & Corporate Governance and membership on Audit and R&D committees; designated Audit Committee financial expert is Jack Kaye (not Springhorn), but Springhorn meets Audit Committee independence standards .
Equity Ownership
| Ownership Item | As of Sep 15, 2023 | As of Dec 31, 2024 | As of Mar 31, 2025 |
|---|---|---|---|
| Beneficial ownership – shares (#) | 67,154 | — | 90,683 |
| Ownership percent | <1% (footnote) | — | <1% (footnote) |
| Outstanding Awards (aggregate count) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Options outstanding (#) | 49,867 | 66,927 | 82,767 |
| RSUs outstanding (#) | 10,614 | 8,700 | 8,080 |
Tables include unexercised options (exercisable and unexercisable) and unvested stock awards; pledged shares or hedging arrangements are not disclosed for Springhorn .
Governance Assessment
- Board effectiveness and engagement: Multi‑committee responsibilities (Audit; Nominating & Governance Chair; R&D) indicate strong governance involvement; consistent attendance ≥75% supports engagement .
- Independence and conflicts: Board’s formal independence determination and lack of disclosed related‑party transactions involving Springhorn reduce conflict risk; Audit Committee charter includes related‑party oversight .
- Compensation alignment: Cash retainers are modest relative to peers; 2024 equity grants reduced below 25th percentile due to share price decline and dilution concerns—positive alignment signal. Equity is time‑based (not performance‑based), which is standard for directors but provides less direct performance linkage .
- Ownership skin‑in‑the‑game: Springhorn holds <1% of outstanding shares, with meaningful outstanding options/RSUs; no pledging disclosed—neutral to positive alignment given standard director grant practices .
RED FLAGS
- No material red flags disclosed: no related‑party transactions, no pledging/hedging, and independence affirmed .
- Equity awards are entirely time‑based—typical for directors but not performance‑conditioned; investors may prefer stronger performance linkage, though the 2024 downshift in grant fair value acknowledges shareholder dilution concerns .
Compensation Committee Analysis
- Compensation Committee independence affirmed; retains authority to hire independent consultants; WTW was retained in 2024 to review management and director compensation programs .
- Director pay benchmarking uses the same peer framework as executives; 2024 grants intentionally below market 25th percentile due to share price decline and dilution—conservative stance that supports investor alignment .