Robert Gut
uniQureAbout Robert Gut
Robert Gut, M.D., Ph.D., age 60, is a Non-Executive Director at uniQure (QURE), first joining the Board in 2018, serving as Chief Medical Officer (Aug 2018–Oct 2020), then reappointed as a Non-Executive Director in Dec 2020; he is nominated for a new term through the 2028 AGM . He holds an M.D. from the Medical University of Lublin and a doctorate from the Lublin Institute of Medicine, with postgraduate programs at Wharton, Stanford, and Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| uniQure N.V. | Chief Medical Officer; Executive Director | Aug 2018–Oct 2020 | Led HOPE-B pivotal trial (hemophilia B) and AMT-130 Phase 1/2 (Huntington’s disease) . |
| uniQure N.V. | Non-Executive Director | 2018–Aug 2019; Dec 2020–present | Board member; scientific oversight . |
| Versartis, Inc. | Chief Medical Officer | Sep 2017–Jun 18, 2018 | Senior executive; SEC-filed tenure reference . |
| Novo Nordisk Inc. | Head, U.S. Biopharm Medical | c. 1998–2016 | Led medical affairs for hemophilia/endocrinology/women’s health (~$1.6B U.S. revenue) . |
| U.S. FDA (CDER) | Advisory Committee Member | Various | Reproductive Health Drugs; Drug Safety and Risk Management . |
External Roles
- No current public-company directorships disclosed in uniQure’s proxy for Dr. Gut .
- Prior senior executive roles at Versartis and Novo Nordisk; FDA advisory committee service .
Board Governance
| Attribute | Details |
|---|---|
| Independence | Board determined Dr. Gut is independent under Nasdaq/SEC rules . |
| Committees | Research & Development (R&D) Committee member; R&D committee comprised of L. Post (Chair), R. Gut, J. Springhorn (2025) . |
| Attendance | Board met 9 times in 2024; each director attended ≥75% of Board/committee meetings; all directors attended 2024 AGM; independent directors hold executive sessions regularly . |
| R&D Committee cadence | Met 7 times in 2024; each member attended ≥75% . |
| Term & Staggering | Nominated for reappointment in 2025; term expected to expire at 2028 AGM; Board uses staggered three-year terms . |
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Board annual retainer (Non-Executive Director) | 45,000 | 2024 program; Chair receives total 80,000 (45k + 35k) . |
| Audit Committee retainer | Member: 10,000; Chair: 20,000 | Annual . |
| Compensation Committee retainer | Member: 7,500; Chair: 15,000 | Annual . |
| Nominating & Corporate Governance retainer | Member: 5,000; Chair: 10,000 | Annual . |
| Research & Development Committee retainer | Member: 7,500; Chair: 15,000 | Annual . |
| Reimbursement | Reasonable travel/meeting expenses reimbursed . |
| Non-Executive Director Compensation (FY2024) | Fees Earned ($) | Option Awards ($) | RSU Awards ($) | Total ($) |
|---|---|---|---|---|
| Robert Gut | 52,500 | 36,918 | 36,926 | 126,344 |
Notes:
- Annual equity grant is split 50% options and 50% RSUs, each with one-year vesting .
- In setting 2024 Board equity grants, the Compensation Committee reduced fair value below the peer-group 25th percentile due to share-price decline and dilution considerations .
Performance Compensation
| Equity Structure | 2024 | 2023 |
|---|---|---|
| Annual grant mix | 50% options / 50% RSUs; 1-year vesting | 50% options / 50% RSUs; fixed-share approach kept within reasonable value range . |
| Robert Gut equity grant values | Options: 36,918 ; RSUs: 36,926 | Options: 179,130 ; RSUs: 175,566 |
| Committee posture | 2024 equity reduced below 25th percentile of peers due to >70% share-price decline and dilution concerns | Peer-based analysis by WTW; directors received fixed-share awards with value variability year-to-year . |
- No director PSUs or explicit performance-metric tie-ins for director equity disclosed; PSUs apply to senior management, not directors .
Other Directorships & Interlocks
| Category | Observation |
|---|---|
| Other public boards (current) | None disclosed for Dr. Gut . |
| Compensation Committee interlocks | None; committee members were independent, and no executive served on other entities’ boards/comp committees with reciprocity in 2024 and in 2023 . |
Expertise & Qualifications
- 25+ years biopharma leadership spanning clinical development and medical affairs; led multiple INDs/BLAs, with 11 FDA/EMA approvals and launches overseen across teams (MSLs, HEOR) .
- Prior head of U.S. Biopharm Medical (Novo Nordisk) covering hemophilia, endocrinology, women’s health (~$1.6B U.S. revenue) .
- FDA CDER advisory committees service (Reproductive Health; Drug Safety/Risk Mgmt) .
- M.D. and Ph.D. (Lublin), executive education at Wharton, Stanford, HBS .
Equity Ownership
| Metric | As of Mar 31, 2024 | As of Mar 31, 2025 |
|---|---|---|
| Beneficially owned shares (number) | 154,132 | 176,368 |
| Beneficially owned (% of shares outstanding) | <1% (outstanding 48,492,357) | <1% (outstanding 54,729,000) |
| Ownership Detail (as of Mar 31, 2024) | Count |
|---|---|
| Options to purchase Ordinary Shares (exercisable within 60 days) | 116,283 |
| Outstanding Ordinary Shares | 37,849 |
Pledging/Hedging:
- Insider Trading Policy prohibits pledging/margin accounts except in rare committee-approved exceptions; in FY2024, no such requests were made by NEOs or Board members .
Insider Trades (current signals)
| Transaction Date | Form 4 Filing Date | Type | Security | Shares | Price ($) | Post-Transaction Holdings | Source |
|---|---|---|---|---|---|---|---|
| 2025-11-06 | 2025-11-10 | M (Option exercise, exempt) | Ordinary Shares | 15,840 | 4.57 | 71,579 | |
| 2025-11-06 | 2025-11-10 | S (Sale) | Ordinary Shares | 15,840 | 27.22 | 55,739 | |
| 2024-06-19 | 2024-06-21 | A (RSU award) | Ordinary Shares | 8,080 | 0.00 | 52,245 | |
| 2024-06-19 | 2024-06-21 | A (Option award) | Stock Option (Right to Buy) | 15,840 | 4.57 | 15,840 (derivative) |
Notes:
- Additional 2025 Form 4 activity (period 2025-06-11) filed 2025-06-13 exists for Dr. Gut; see EDGAR index .
Director Compensation Program (structure and trends)
| Year | Board Retainer | Chair Retainer (total) | Equity Grant Structure |
|---|---|---|---|
| 2020 | $40,000; prior $35,000 | $70,000 | 50% options / 50% RSUs; 1-year vesting . |
| 2021 | $40,000 | $75,000 | Committee retainers detailed; equity split and 1-year vesting . |
| 2022 | $40,000 → $45,000 | $75,000 | Equity fixed-share approach; member/chair fees increased for committees . |
| 2023 | $45,000 | $80,000 | Equity fixed-share; one-year vesting; WTW as independent consultant . |
| 2024 | $45,000 | $80,000 | Equity reduced below 25th percentile of peers due to share-price/dilution considerations . |
Compensation consultant:
- WTW engaged as independent advisor; independence assessed with no conflicts in 2023 and 2024 .
Say-on-Pay and shareholder votes (signal of investor support):
- 2023 AGM advisory vote on NEO compensation approved: For 29,174,332; Against 610,091; Abstain 13,729; Broker non-votes 5,157,842 .
Governance Policies and Related-Party Controls
- Related Party Transactions Policy: CFO pre-screens; Audit Committee approves/ratifies; robust factors tested (arm’s-length, purpose/benefit) .
- Review outcome: No related-party transactions during 2023 and 2024 involving directors/NEOs/≥5% holders and affiliates .
- Audit Committee responsibilities include approving related-party transactions; met 7 times in 2024 with ≥75% member attendance .
- Clawback Policy adopted (Dec 2021; revised Dec 2023 to reflect Nasdaq rules) for recoupment of excess performance-based compensation upon restatement or detrimental conduct; applies to executives and, in some cases, other employees .
Governance Assessment
- Independence and attendance: Dr. Gut is independent; attended ≥75% of meetings; strong engagement with regular executive sessions bolsters oversight .
- Committee effectiveness: Placement on R&D committee leverages deep clinical and medical-affairs expertise for pipeline and manufacturing platform oversight; committee met 7 times in 2024, indicating active technical governance .
- Compensation alignment: Director cash fees are modest; equity grants split across options/RSUs with short vesting; 2024 equity intentionally below the 25th percentile to mitigate dilution—signal of shareholder sensitivity .
- Ownership alignment: Beneficial ownership rose from 154,132 (Mar 31, 2024) to 176,368 (Mar 31, 2025); options held in 2024 suggest additional long-term exposure; company policy discourages pledging and no pledging exceptions requested in FY2024 .
- Insider trading signals: Nov 2025 option exercise and same-day sale indicate liquidity management; transactions disclosed under a plan in some sources and do not by themselves indicate misalignment absent pledging/hedging or pattern of net selling over time .
- RED FLAGS: None observed in filings—no related-party transactions, no pledging, no committee interlocks. Monitor future insider transaction cadence and any changes to committee roles or attendance.
Overall, Dr. Gut’s profile reflects strong technical and clinical governance contributions with independent status and consistent attendance, a conservative director pay posture post-2023, and no disclosed conflicts or pledging—supportive of investor confidence given uniQure’s R&D-centric risk profile .