Anne Phillips
About Anne Phillips
Anne Phillips, M.D., age 71, is an independent Class III director of Sagimet Biosciences (SGMT) who joined the Board in August 2024; her current term runs to the 2026 annual meeting . A physician-executive with 25+ years in pharma, she was SVP, Clinical, Medical & Regulatory Affairs for Novo Nordisk North America (2011–2022) and previously VP, Medicine Development Leader at GSK (1998–2010) . She holds an Hon. B.Sc. in Zoology (University of Western Ontario) and an M.D. (University of Toronto), with postgraduate training in Internal Medicine, Medical Microbiology and Infectious Diseases .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Novo Nordisk A/S (North America Operations) | Senior Vice President, Clinical, Medical & Regulatory Affairs | Jan 2011 – Aug 2022 | Led drug development, clinical operations, medical, regulatory, HEOR, and safety teams |
| GSK plc | Vice President, Medicine Development Leader | 1998 – 2010 | Senior leadership in medicine development |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Barinthus Biotherapeutics plc (Nasdaq: BRNS) | Director | Feb 2021 – present | Current public company directorship |
| vTv Therapeutics Inc. (Nasdaq: VTVT) | Director | Mar 2024 – present | Current public company directorship |
| Trevena, Inc. (Nasdaq: TRVN) | Director | Dec 2014 – Nov 2024 | Prior public company board |
| Carmot Therapeutics Inc. | Director | Sep 2022 – Dec 2023 | Acquired by Roche in Dec 2023 |
| AMAG Pharmaceuticals, Inc. | Director | Apr 2019 – Nov 2020 | Prior public company board |
Board Governance
- Committee assignments: Member, Nominating & Corporate Governance Committee (NCGC); not listed on Audit or Compensation committees .
- Independence: Board determined Dr. Phillips is independent under Nasdaq Listing Rules .
- Attendance and engagement: In 2024, the Board met 8 times; NCGC met 3 times, and each director attended at least 75% of meetings of each committee on which they served .
- Board class/term: Class III director; term expires at the 2026 annual meeting .
- Executive sessions: Independent directors meet in regular executive sessions without management .
Fixed Compensation
| Component | Policy / Actual | Detail |
|---|---|---|
| Board annual cash retainer | Policy: $40,000 | Payable quarterly; directors may opt to take cash retainers in fully vested Series A shares |
| Committee fees (annual) | Policy: Audit Chair $15,000; Audit member $7,500; Comp Chair $10,000; Comp member $5,000; NCGC Chair $10,000; NCGC member $4,500 | Additional annual retainers per role |
| Non-executive Chair add’l retainer | Policy: $30,000 | If applicable |
| 2024 Fees Earned (Anne Phillips) | $18,542 | Actual cash fees for FY2024 |
| 2024 Total Compensation (Anne Phillips) | $318,097 | Cash fees $18,542 + Stock awards (grant-date fair value) $299,555 |
Performance Compensation
| Award Type | Grant Value / Shares | Vesting / Triggers | Notes |
|---|---|---|---|
| Initial stock option grant (upon appointment) | Policy FV: $300,000 | Vests in equal monthly installments over 3 years; full acceleration upon sale of the Company | Applies to all non-employee directors on initial election/appointment |
| Annual equity grant | Policy FV: $180,000 | Vests in equal monthly installments over 1 year; full acceleration upon sale of the Company | Granted at each annual meeting; prorated if mid-year joiner |
| 2024 Stock Awards (Anne Phillips) | $299,555 (grant-date FV) | Time-based vesting as per director policy | 2024 column reflects stock option grant fair value under ASC 718 |
Performance metrics tied to director compensation: None; director equity awards vest time-based (monthly), not on performance metrics .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Compensation committee interlocks | None; committee members are non-employees, and no SGMT officer served on another company’s compensation committee with reciprocal ties during the last year |
Expertise & Qualifications
- Significant pharmaceutical industry experience (clinical, medical, regulatory) and leadership roles at Novo Nordisk and GSK .
- Medical training and specialization in Internal Medicine, Medical Microbiology, and Infectious Diseases .
Equity Ownership
| Metric (as of dates noted) | Amount | Notes |
|---|---|---|
| Beneficial ownership (Series A) as of Apr 14, 2025 | 31,637 shares | Less than 1% of outstanding; consists entirely of options exercisable within 60 days |
| Unexercised stock options (as of Dec 31, 2024) | 113,895 options | Outstanding options held year-end 2024 |
Governance Assessment
- Independence and committee role: Independent director with NCGC membership, aligning with governance oversight and board evaluation responsibilities .
- Attendance: 2024 attendance at least 75% on served committees, supporting engagement; Board and committee cadence disclosed (Board 8; NCGC 3) .
- Compensation structure: Balanced mix of cash retainers and equity; initial director option grant at ~$300k FV and annual ~$180k FV with time-based vesting; directors may take retainers in stock, promoting alignment .
- Ownership alignment: Current beneficial ownership arises from near-term exercisable options (31,637) rather than outright share holdings, indicating alignment primarily via option exposure .
- Red flags/risks: SGMT’s 2023 Plan authorizes repricing of outstanding options or cancellation/re-grant without stockholder consent, a shareholder-unfriendly feature if used; though plan-level and not specific to Dr. Phillips, it is a governance risk to monitor .
- Related-party safeguards: Audit Committee reviews related person transactions; no director-specific related transactions are enumerated in the provided sections, and committees are fully independent .