Jim Collins
About Jim Collins
James J. (Jim) Collins, Ph.D., age 58 (as of April 28, 2025), has served as an independent director of Senti Biosciences since June 2022. He is the Termeer Professor of Medical Engineering and Science in MIT’s Institute for Medical Engineering and Science and the Department of Biological Engineering; previously, he was a biomedical engineering professor at Boston University from 1990 to 2014. Dr. Collins holds a B.S. in Physics from the College of the Holy Cross and a doctorate in Medical Engineering from the University of Oxford; he was a Rhodes Scholar from 1987 to 1990 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MIT (Institute for Medical Engineering and Science; Dept. of Biological Engineering) | Termeer Professor of Medical Engineering and Science | Dec 2014–present | Academic leadership in medical/biological engineering |
| Boston University | Professor, Biomedical Engineering | Oct 1990–Nov 2014 | Academic research and teaching |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fulcrum Therapeutics, Inc. (NASDAQ: FULC) | Director | Jan 2017–Nov 2024 | Not disclosed |
| Orion Biotech Opportunities Corp (NASDAQ: ORIA) | Director | Feb 2021–Feb 2023 | Not disclosed |
Board Governance
- Board class/tenure: Class III director; nominated for re-election in 2025 to serve through the 2028 annual meeting .
- Committee assignments: Member, Nominating and Corporate Governance Committee; not listed as chair .
- Independence: Board determined Collins is independent under Nasdaq standards .
- Attendance: In 2024, every director attended at least 75% of board and applicable committee meetings (Board: 9; Audit: 4; Compensation: 5; Nominating & Governance: 1) .
- Shareholder support: Re-elected June 25, 2025 with 17,374,861 votes for, 59,324 withheld; broker non-votes 1,200,116 .
Fixed Compensation
| Component | Structure/Amount | Effective Period |
|---|---|---|
| Annual Board retainer (cash) | $35,000 | Effective Mar 7, 2025 |
| Non-Executive Chair retainer (cash) | $30,000 | Effective Mar 7, 2025 |
| Audit Chair | $15,000 | Effective Mar 7, 2025 |
| Audit Member | $7,500 | Effective Mar 7, 2025 |
| Compensation Chair | $15,000 | Effective Mar 7, 2025 |
| Compensation Member | $7,500 | Effective Mar 7, 2025 |
| Nominating & Governance Chair | $8,000 | Effective Mar 7, 2025 |
| Nominating & Governance Member | $4,000 | Effective Mar 7, 2025 |
| Annual compensation cap | $750,000 (or $1,000,000 first year), including grant-date fair value of equity | Policy |
| 2024 Director Compensation – Jim Collins | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | $39,000 |
| Option Awards (grant-date fair value) | $14,849 |
| All Other Compensation (SAB fees) | $4,875 |
| Total | $58,724 |
Note: “All Other Compensation” reflects fees under the Scientific Advisory Board agreement that expired May 2024 .
Performance Compensation
| Award Type | Shares | Vesting | Expiration | Exercise Price | Change-of-Control |
|---|---|---|---|---|---|
| Initial Award (pre–Mar 7, 2025 policy) | 125,000 | 36 equal monthly installments over 3 years | 10 years | Closing price on grant date | Full acceleration upon Change of Control (2022 Plan) |
| Annual Award (pre–Mar 7, 2025 policy) | 62,500 | Vests in full at earlier of 1-year anniversary or next annual meeting | 10 years | Closing price on grant date | Full acceleration upon Change of Control (2022 Plan) |
| Initial Award (effective Mar 7, 2025 policy) | 43,900 | 36 equal monthly installments over 3 years | 10 years | Closing price on grant date | Full acceleration upon Change of Control (A&R 2022 Plan) |
| Annual Award (effective Mar 7, 2025 policy) | 21,950 | Vests in full at earlier of 1-year anniversary or next annual meeting | 10 years | Closing price on grant date | Full acceleration upon Change of Control (A&R 2022 Plan) |
| Performance Metrics Tied to Director Compensation | Detail |
|---|---|
| None disclosed for non-employee directors; equity awards are time-based options (no TSR/financial metrics) |
Other Directorships & Interlocks
| Company | Role | Tenure | Potential Interlock/Notes |
|---|---|---|---|
| Fulcrum Therapeutics (FULC) | Director | Jan 2017–Nov 2024 | None disclosed with Senti |
| Orion Biotech Opportunities Corp (ORIA) | Director | Feb 2021–Feb 2023 | None disclosed with Senti |
- Related-party exposure: Collins had a Scientific Advisory Board (SAB) agreement with Senti (chair), paying $10,500 per year + $9,000 for chair, with an annual option award of 3,522 shares; expired May 2024. 2024 SAB fees were $4,875; Audit Committee oversight of related-party transactions is noted by policy .
Expertise & Qualifications
- Academic credentials in medical and biological engineering; senior professorship at MIT since 2014 .
- Recognitions: Rhodes Scholar (1987–1990) .
- Board qualification: Considered independent; Nominating & Governance oversees board evaluation and director criteria .
Equity Ownership
| Holder | Shares (Number) | % of Outstanding | Breakdown |
|---|---|---|---|
| James J. (Jim) Collins | 37,071 | <1% (based on 26,072,527 shares) | 17,613 common + 19,458 options exercisable within 60 days |
| Options Outstanding at 2024 Year-End | Shares |
|---|---|
| Collins stock options outstanding | 26,056 |
- Hedging/pledging: Insider Trading Policy prohibits hedging and pledging; as of proxy date, no executive officers or non-employee directors (including Collins) had engaged in hedging/pledging transactions .
Governance Assessment
- Independence and committee role: Collins is independent and serves on Nominating & Corporate Governance, aligning his expertise with board composition and governance oversight; not a committee chair (lower direct compensation risk from chair stipends) .
- Attendance and engagement: Board/committee attendance met the ≥75% threshold in 2024, indicating baseline engagement; Nominating & Governance met once in 2024, consistent with typical cadence for a small-cap biotech .
- Shareholder confidence: Strong re-election support in 2025 (17.375M for, 59k withheld), suggesting investor confidence in board continuity and Collins’s governance profile .
- Ownership alignment: Beneficial ownership is modest (<1%), primarily via options; alignment relies on equity awards rather than significant common stock holdings. No pledging/hedging, which supports alignment integrity .
- Compensation structure signals: Director equity moved from larger option grants (Initial 125k; Annual 62.5k) to smaller grants (Initial 43.9k; Annual 21.95k) in 2025—reducing dilution and fixed equity transfer while retaining time-based vesting and CoC acceleration. Cash retainers remain standard; no performance-based metrics for director pay .
- Potential conflicts (RED FLAG note mitigated): Collins’s SAB agreement (fees + options) overlapped with his directorship, a related-party relationship; it expired May 2024 and 2024 fees were de minimis ($4,875), partially mitigating ongoing conflict risk. The company maintains a related-person transactions policy under Audit Committee oversight .
RED FLAGS
- Related-party engagement via SAB while serving as director (expired May 2024) .
- Change-of-control full acceleration on director options (standard, but can be perceived as generous in windfalls) .
Positive Signals
- Independence affirmed; no hedging/pledging; attendance threshold met; strong shareholder re-election vote .
- Downward adjustment to director equity grants in 2025 (A&R policy) reduces dilution risk .