Madhavan Balachandran
uniQureAbout Madhavan Balachandran
Madhavan Balachandran, age 74, is an independent non-executive director of uniQure (QURE) and has served on the Board since September 2017. He is Chair of the Compensation Committee, with deep operations and manufacturing leadership experience from Amgen and prior COO experience at Nutcracker Therapeutics; his education includes an MS in Chemical Engineering (SUNY Buffalo), a BS in Chemical Engineering (IIT Bombay), and an MBA (East Carolina University) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Amgen Inc. | Executive Vice President, Operations | Aug 2012 – Jul 2016 (retired Jan 2017) | Led global operations; prior roles across engineering, site ops, manufacturing |
| Amgen Inc. | Senior Vice President, Manufacturing | Oct 2007 – Aug 2012 | Oversaw large-scale biomanufacturing |
| Amgen Inc. | Vice President, Site Operations | Feb 2007 – Oct 2007 | Site operational leadership |
| Amgen Inc. | VP, Puerto Rico Operations | May 2002 – Feb 2007 | Regional operations leadership |
| Amgen Inc. | Vice President, Information Systems | 2001 – 2002 | IT leadership supporting ops |
| Amgen Inc. | Senior Director, Engineering & Operations Services | 1999 – 2001 | Engineering and ops support |
| Amgen Inc. | Director/Associate Director, Engineering | 1997 – 1999 | Engineering management |
| Nutcracker Therapeutics | Chief Operating Officer | Sep 2020 – Mar 2022 | mRNA therapeutics operating executive |
| Copley Pharmaceuticals (Teva) | Leadership roles | Prior to 1997 | Generic pharma operations |
| Burroughs Wellcome (predecessor to GSK) | Leadership roles | Prior to 1997 | Pharma operations |
External Roles
| Organization | Role | Status/Tenure | Notes |
|---|---|---|---|
| A2 Biotherapeutics, Inc. | Director | Current | Biotechnology board role |
| Stevanato Group (NYSE: STVN) | Director | Current | Supplier to biopharma; packaging/device |
| Replimune Group, Inc. (Nasdaq: REPL) | Director | Current | Oncology biotech |
| Catalent, Inc. (NYSE: CTLT) | Director | May 2017 – Jan 2024 | CDMO governance experience |
Board Governance
- Independence: The Board determined Balachandran is independent under Nasdaq and SEC rules; he is also an independent member of the Compensation Committee .
- Committee assignments: Chair, Compensation Committee (members: Balachandran, Jack Kaye, David Meek) . He is not listed as a member of the Audit Committee (Kaye, Jacques, Springhorn), Nominating & Corporate Governance (Springhorn, Jacques, Meek), or Research & Development Committee (Post, Gut, Springhorn) .
- Attendance: The Board met nine times in 2024; each director attended at least 75% of Board and relevant committee meetings, and all directors attended the 2024 Annual Meeting . Compensation Committee met eight times in 2024; each member attended at least 75% .
- Governance processes: Executive sessions of independent directors are held regularly . The Compensation Committee can retain independent consultants and retained WTW in 2024; it oversees executive and director compensation and equity plans .
- Offering lock-up: As a non-executive director, Balachandran entered a 60-day lock-up in connection with the September 2025 offering, signaling alignment with shareholders .
Fixed Compensation
| Component | Amount (USD) | Period/Date | Notes |
|---|---|---|---|
| Fees Earned (Cash) | $60,000 | FY 2024 | Non-executive director retainer and committee fees |
| Option Awards (Grant-date fair value) | $36,918 | FY 2024 annual grant | Time-based; ASC 718 valuation |
| RSU Awards (Grant-date fair value) | $36,926 | FY 2024 annual grant | Time-based; ASC 718 valuation |
| Total | $133,844 | FY 2024 | Cash + equity fair values |
| Board/Committee Retainers (Program) | Member Retainer (USD) | Chair Retainer (USD) | Notes |
|---|---|---|---|
| Audit Committee | $10,000 | $20,000 | Annual; payable semi-annually |
| Compensation Committee | $7,500 | $15,000 | Annual; Chair: Balachandran |
| Nominating & Corporate Governance | $5,000 | $10,000 | Annual |
| Research & Development | $7,500 | $15,000 | Annual |
| Annual Equity Grant (Directors) | N/A | N/A | One-half options, one-half RSUs; one-year vesting |
Performance Compensation
| Metric/Design Feature | Details | Applies to Directors? | Source |
|---|---|---|---|
| Equity grant mix | 50% stock options, 50% RSUs | Yes (time-based) | |
| Vesting schedule | One-year vesting for options and RSUs | Yes | |
| 2024 grant sizing approach | Intentionally set below market 25th percentile due to >70% share price decline and dilution considerations | Yes | |
| Performance share units (PSUs) | Used for senior management; not disclosed for directors | No for directors; Yes for certain employees | |
| Compensation consultant | WTW engaged to advise on management and director compensation | Indirectly supports director program |
Note: No explicit performance metrics (e.g., revenue, EBITDA, TSR) are disclosed for director compensation; director equity is time-based rather than performance-based .
Other Directorships & Interlocks
- Current boards: A2 Biotherapeutics; Stevanato Group; Replimune; prior: Catalent (ended Jan 2024) .
- Interlocks/conflicts: The company reported no related party transactions with Board members in 2024; Compensation Committee interlocks and insider participation not present in 2024 .
- Audit Committee oversight: Related party transactions are reviewed/approved by the Audit Committee under a formal policy .
Expertise & Qualifications
- Core expertise: Large-scale biopharma operations, manufacturing, site management, engineering, and information systems, evidenced by senior roles at Amgen .
- Education: MS Chemical Engineering (SUNY Buffalo), BS Chemical Engineering (IIT Bombay), MBA (East Carolina University) .
Equity Ownership
| Ownership Detail | Amount | As-of Date | Notes |
|---|---|---|---|
| Total beneficial ownership (Ordinary Shares) | 90,686 | Mar 31, 2025 | Includes shares and options exercisable within 60 days |
| Ownership % of outstanding shares | <1% | Mar 31, 2025 | Company had 54,729,000 shares outstanding |
| Options exercisable within 60 days | 66,927 | Mar 31, 2025 | Counted in beneficial ownership |
| Outstanding Ordinary Shares (direct) | 23,759 | Mar 31, 2025 | Counted in beneficial ownership |
| Aggregate outstanding awards (Options) | 82,767 | Dec 31, 2024 | Includes unexercised (whether or not exercisable) |
| Aggregate outstanding awards (RSUs) | 8,080 | Dec 31, 2024 | Includes unvested stock units |
Section 16 filings were timely for directors in 2024, with the exception of a one-day late Form 4 for Leonard Post; no delinquency noted for Balachandran .
Governance Assessment
- Strengths:
- Independent director with significant operations/manufacturing pedigree; Chair of Compensation Committee, indicating governance leadership and oversight of pay practices .
- Attendance and engagement: Met minimum thresholds; Board and committee meeting cadence is robust (Board: 9; Compensation: 8) .
- Shareholder alignment: Participated in a 60-day lock-up related to the September 2025 offering; annual director equity grants structured with one-year vesting; 2024 equity grants deliberately below peer 25th percentile to reflect share price decline and dilution—signals restraint and responsiveness to shareholder concerns .
- Conflicts: No related-party transactions with directors in 2024; no compensation committee interlocks; Audit Committee actively oversees related-party matters under a formal policy .
- Watch items:
- Multiple external board seats (A2 Biotherapeutics, Stevanato Group, Replimune) increase time demands; monitor for potential informational interlocks with suppliers/customers, though no related-party transactions were disclosed in 2024 .
- Ownership remains <1%; while options and RSUs provide alignment, there is no disclosed director stock ownership guideline compliance status in the proxy excerpts reviewed .
Overall, Balachandran presents as a technically strong, independent director with meaningful governance responsibilities and no disclosed conflicts, with compensation practices showing sensitivity to shareholder dilution and market conditions .