Philippe Tinmouth
SCYNEXISAbout Philippe Tinmouth
Philippe Tinmouth is an independent director of SCYNEXIS who joined the Board on December 13, 2019. He is 61 years old and brings deep business development and alliance management experience from Vertex Pharmaceuticals, Pardes Biosciences, and Mammoth Biosciences; he holds an MBA from Harvard Business School and a Bachelor’s with Honors in Mechanical Engineering from Queen’s University (Canada) . The Board has affirmatively determined that all directors other than the CEO are independent under Nasdaq standards, which includes Mr. Tinmouth .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mammoth Biosciences | Senior Advisor | Since Mar 2025 | Strategic advisory to biotech; adds current industry ecosystem connectivity |
| Mammoth Biosciences | Chief Business & Strategy Officer | Dec 2022–Feb 2025 | Led business/strategy; signals current operating acumen |
| Pardes Biosciences (Nasdaq: PRDS) | Chief Business & Strategy Officer | Nov 2021–Dec 2022 | Public-company BD/strategy experience |
| Vertex Pharmaceuticals (Nasdaq: VRTX) | Various roles; VP & Head of BD & Alliance Mgmt | Oct 2002–Mar 2020; VP since Jul 2013 | Extensive BD/alliance leadership in large-cap biotech |
| Bain & Company | Senior Manager (Boston) | 1997–2002 | Strategy advisory to pharma/biotech; growth strategies |
| Harvard Innovation Lab; Canadian Technology Accelerator | Mentor/Advisor | Not specified | Start-up mentoring; innovation ecosystem ties |
External Roles
| Company/Institution | Capacity | Public Board Role | Notes |
|---|---|---|---|
| Mammoth Biosciences | Senior Advisor (since Mar 2025) | None disclosed | Advisory role, not a directorship |
| Pardes Biosciences (Nasdaq: PRDS) | CBO (Nov 2021–Dec 2022) | None disclosed | Executive role, not a directorship |
| Vertex Pharmaceuticals (Nasdaq: VRTX) | VP & Head BD (from Jul 2013) | None disclosed | Executive role, not a directorship |
| Bain & Company | Senior Manager | None disclosed | Consulting firm role |
| Harvard iLab; Canadian Tech Accelerator | Mentor/Advisor | None disclosed | Ecosystem engagement |
Board Governance
- Committee assignments: Audit Committee member (Audit Committee: David Hastings—Chair; Ann F. Hanham; Philippe Tinmouth) .
- Independence: Board determined all directors except the CEO are independent (includes Tinmouth) .
- Attendance/engagement: Board met five times in 2024; all directors attended at least 75% of board and applicable committee meetings; all current directors attended the 2024 annual meeting .
- Board leadership: Independent Chairman (Guy Macdonald) and separate CEO structure; independent directors held executive sessions in 2024 .
- Audit Committee oversight scope includes related-party transaction approval and financial controls .
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Audit | Member | 4 | Hastings designated “financial expert”; all members independent |
| Compensation | None | 6 | Not a member |
| Nominating & Corporate Governance | None | 1 | Not a member |
Fixed Compensation
| Component (2024) | Amount (USD) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash | $55,000 | Comprised of $45,000 annual base retainer and $10,000 Audit Committee member retainer |
| Committee Chair Fees | $0 | Not a chair; Audit Chair = $20,000, Comp Chair = $15,000, Nominating Chair = $10,000 (policy) |
| Meeting Fees | Not disclosed | No meeting fees disclosed |
Performance Compensation
| Component (2024) | Grant Detail | Grant Date Basis | Fair Value (USD) | Vesting |
|---|---|---|---|---|
| Stock Awards (RSUs) | 23,000 RSUs (annual grant) | First business day after annual meeting | $43,240 | Vest in full at one-year anniversary, subject to service |
| Option Awards | 23,000 options (annual grant) | Exercise price = FMV at grant date | $30,730 | Vest in full at one-year anniversary, subject to service |
| Equity in lieu of cash (optional) | Nonstatutory options in lieu of cash | Shares = cash/0.65/FMV | Not applicable | 100% vested at grant (upon election) |
- Performance metrics tied to director compensation: None disclosed; director equity awards are time-based service vesting, not performance-conditioned .
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Other public company directorships | None disclosed for Tinmouth |
| Interlocks/related party exposure | Audit Committee must pre-approve related-party transactions; none >$120k with directors/officers since Jan 1, 2023 |
Expertise & Qualifications
- MBA (Harvard Business School); BEng (Honors, Queen’s University) .
- Extensive BD and alliance management leadership in biopharma (Vertex, Pardes, Mammoth), plus strategic consulting (Bain) .
- Audit Committee member capable of reading and understanding fundamental financial statements; financial expert designation applies to Hastings, not Tinmouth .
- No bankruptcy involvement disclosed for Tinmouth in the last ten years (one director, Hastings, had prior bankruptcy at Unilife) .
Equity Ownership
| Metric | Amount | As-of Date |
|---|---|---|
| Beneficially Owned Shares | 70,500 | March 31, 2025 |
| Ownership % of Outstanding | <1% | March 31, 2025 |
| Shares Acquirable within 60 Days (Options/Warrants) | 42,500 | March 31, 2025 |
| RSUs Outstanding | 23,000 | December 31, 2024 |
| Options Outstanding | 65,500 | December 31, 2024 |
- Hedging/pledging: Company policy prohibits hedging, short sales, margin accounts, pledges, or other speculative transactions by directors and employees .
Governance Assessment
- Board effectiveness and independence: Tinmouth is an independent director with Audit Committee responsibilities in a Board chaired by an independent non-executive; the Board met five times and all directors achieved at least 75% attendance in 2024, supporting strong engagement .
- Compensation mix and alignment: For 2024, equity comprised the majority of Tinmouth’s director compensation (~$74k equity vs $55k cash), with standardized annual RSU/option grants vesting on a one-year service basis; optional equity election in lieu of cash further increases alignment .
- Conflicts/related party risk: Audit Committee retains approval authority over related-party transactions; none >$120k involving directors/officers since Jan 1, 2023; combined with a strict anti-hedging/pledging policy, conflict risk appears contained .
- Ownership alignment: Beneficial ownership is 70,500 shares (<1%), with 42,500 shares acquirable within 60 days and 23,000 RSUs outstanding; annual equity grants and options provide ongoing exposure, though absolute ownership remains modest relative to outstanding shares .
- RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, or low attendance; Tinmouth is not designated the Audit Committee financial expert (role held by Hastings), but remains an active Audit member .