Bob Holmen
About Bob Holmen
Bob Holmen, age 61, has served on Sensei Biotherapeutics’ board since 2017. He is Principal at Investor Counsel (since 2016), Managing Director (since 2001) and Chief Financial Officer (since 2002) at Miramar Venture Partners, and Principal at Holmen Ventures (since 2013). Prior roles include executive positions at CoCensys, Inc. and First Consulting Group, Inc. He holds a B.S. in Electrical Engineering from Stanford and a J.D. from UC Berkeley School of Law . The Board has classified all non-CEO directors (including Holmen) as independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CoCensys, Inc. | Executive Officer | Prior to Miramar tenure | Biopharma operating experience |
| First Consulting Group, Inc. | Executive Officer | Prior to Miramar tenure | Healthcare consulting leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Investor Counsel | Principal | 2016–present | Boutique law firm serving venture/private equity investors |
| Miramar Venture Partners | Managing Director | 2001–present | Venture capital; CFO since 2002 |
| Holmen Ventures | Principal | 2013–present | Strategic financial consulting |
Board Governance
- Independence: Board determined all non-CEO directors were independent; Holmen is independent .
- Attendance: Board met 6 times in 2024; each director attended at least 75% of Board and committee meetings; independent directors held 4 executive sessions .
- Leadership change (Q4 2025): Effective Nov 14, 2025, Board reduced from six to three members and appointed Bob Holmen as Board Chair; Nominating & Corporate Governance Committee (NCGC) membership set to Holmen, Thomas Ricks, and Kristian Humer; Humer named NCGC Chair and appointed to Compensation Committee .
| Committee | Pre–Nov 14, 2025 Membership | Chair | Meetings (2024) |
|---|---|---|---|
| Audit | Ricks, Humer, Holmen | Ricks | 4 |
| Compensation | Ringo, Ricks, Holmen, Peyer | Holmen | 3 |
| Nominating & Corporate Governance | Ringo, Peyer (acted by unanimous written consent; no meetings) | Ringo | 0 |
| Committee | Post–Nov 14, 2025 Membership | Chair |
|---|---|---|
| Board | Holmen (Chair), Ricks, Humer | Holmen |
| NCGC | Holmen, Ricks, Humer | Humer |
| Compensation | Humer added (members not fully restated) | Not disclosed in 10-Q |
Fixed Compensation
- Policy cash retainers (as amended March 2024): Annual retainer $35,000; Independent Chair +$35,000; Audit Chair +$15,000; Audit member +$7,500; Compensation Chair +$10,000; Compensation member +$5,000; NCGC Chair +$8,000; NCGC member +$4,000; Science & Technology Committee retainers discontinued beginning 2025 .
- 2024 Director fees: Holmen earned $52,500 in cash fees; no stock awards; option awards grant-date fair value $10,164; total $62,664 .
| Metric | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $52,500 |
| Stock Awards ($) | — |
| Option Awards ($) | $10,164 (grant-date FV) |
| Total ($) | $62,664 |
Performance Compensation
- Equity policy (2024 amendment): Initial non-employee director option grant 38,000 shares, vesting in 36 monthly installments; Independent Chair receives additional 10,000-share option vesting at 1 year; Annual option grant 19,000 shares, vesting monthly to 1 year; All director equity vests upon change in control; Extended post-termination option exercise periods up to 4 years, subject to conditions .
- 2023 policy history: Prior framework included both options and RSUs (initial RSUs 8,933; annual RSUs 4,466); shifted to options-only in 2024 amendment .
| Award Detail | Grant Date | Shares | Exercise Price | Vesting |
|---|---|---|---|---|
| Annual Director Option (Holmen) | Jun 10, 2024 | 19,000 | $0.71 | Monthly; fully vested by 1 year or next AGM |
| Annual Director Option (Holmen) | Jul 10, 2023 | 14,550 | $1.22 | Monthly; fully vested by 1 year or next AGM |
| Policy – Initial Director Option | Various (onboard) | 38,000 | Not specified | 36 monthly installments |
| Policy – Independent Chair Option | Upon appointment/election | 10,000 | Not specified | Vests in full at 1 year |
| Change-in-Control Acceleration | N/A | All director equity | N/A | Full vesting at change-in-control |
| Post-Termination Exercise | N/A | All director options | N/A | Up to 4 years; subject to conditions |
No director performance metrics (TSR, revenue, ESG) are disclosed for director equity grants; awards are time-vested per policy .
Other Directorships & Interlocks
| Person | External Board Roles | Potential Interlocks |
|---|---|---|
| Bob Holmen | None disclosed in proxy | None disclosed |
| Board context | James Peyer (CEO of Cambrian Biopharma) – Cambrian beneficially owns 14.7% of SNSE | Cambrian stake may influence governance; director affiliation disclosed |
| Board context | Thomas Ricks – Director at Ovintiv, prior CIO at H&S Ventures; H&S beneficially owns 17.6% of SNSE | Historical affiliation with significant holder; beneficial owner details disclosed |
Expertise & Qualifications
- Legal and finance expertise across venture capital, private equity, and biopharma operations; Stanford EE and Berkeley Law credentials .
- Committee leadership: Compensation Committee Chair in 2024; Audit Committee member .
- Appointed Board Chair Nov 14, 2025, indicating Board confidence in governance leadership .
Equity Ownership
| Metric | Apr 15, 2024 | Mar 18, 2025 |
|---|---|---|
| Shares Beneficially Owned | 90,914 (less than 1%) | 114,009 (less than 1%) |
| Options Held (as of Dec 31, 2024) | 89,995 shares | — |
| Ownership % of Outstanding | <1% | <1% |
Section 16(a) compliance: Directors and officers complied in 2024; prior year late Form 4s for certain executives only (not Holmen) .
Governance Assessment
-
Positives:
- Independent status, multi-committee service, and prior chair of Compensation Committee suggest robust governance engagement .
- Attendance threshold met; independent directors convened in executive session four times in 2024, supporting Board oversight .
- Shift from RSUs to options reduces guaranteed equity and emphasizes at-risk, time-vested awards; post-termination exercise provisions and change-in-control acceleration are transparently disclosed .
-
RED FLAGS:
- Board consolidation to three directors in Nov 2025 concentrates oversight and may reduce diversity of perspectives; mitigating factor is continued committee structure with independent membership and new Board Chair appointment of Holmen .
- Significant stockholder representation on the Board (Cambrian via Peyer) and historical ties to H&S Ventures via Ricks merit ongoing monitoring for potential influence; related-party transaction approvals routed through Audit Committee per policy .
-
Compensation alignment:
- 2024 director compensation for Holmen skewed toward cash retainers plus modest annual option grant; no performance-conditioned metrics disclosed for directors .
Related-party transactions: Company maintains formal policy with Audit Committee review; no Holmen-specific related-party transactions disclosed .