Richard Kenney
Sonnet BioTherapeutics HoldingsAbout Richard Kenney
Richard Kenney, M.D., is Sonnet BioTherapeutics’ Chief Medical Officer, serving since April 2021. He has 20+ years of experience in translational biologics development, commercialization strategy, and corporate management across preclinical, clinical-stage, and commercialized vaccines/immunotherapies; he previously served as FDA researcher/reviewer and completed post-graduate training at Duke and NIH. Education: B.S. in Chemistry (George Washington University) and M.D. (Harvard Medical School) . As of 2025 he is 67 years old (66 in 2024), with 4+ years tenure as CMO . Company performance context during the period: Sonnet discloses it is a clinical-stage biopharma without product revenues; compensation is not tied to net income or TSR, and pay-versus-performance disclosures show negative net income and very low cumulative TSR values over FY2022–FY2023 .
Company Performance Context (Pay-vs-Performance disclosures)
| Metric | FY 2022 | FY 2023 |
|---|---|---|
| Net Income (Loss) ($) | (29,721,841) | (18,832,694) |
| Cumulative TSR – Value of initial $100 | 16.15 | 8.81 |
| Committee use of Net Income/TSR for compensation decisions | Not used (clinical-stage, no product revenues) |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| X-VAX Technology | Chief Development Officer | Not disclosed | Led clinical development and regulatory affairs for vaccine/immunotherapy programs |
| Immune Design | Chief Medical Officer | Not disclosed | Led clinical development/regulatory; translational-stage biologics |
| Crucell Holland | Chief Medical Officer | Not disclosed | Led clinical development and regulatory affairs groups |
| U.S. FDA | Researcher/Reviewer | Not disclosed | Regulatory review experience; strengthens clinical/regulatory execution |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ClinReg Biologics | President | Not disclosed | Strategic consulting in clinical/regulatory affairs, medical monitoring, pharmacovigilance |
| Public Health Vaccines | CMO – Marburg vaccine program | Not disclosed | Clinical oversight of Marburg vaccine program |
Fixed Compensation
- The latest proxies do not disclose a specific base salary or target bonus percentage for Dr. Kenney; the compensation committee oversees exec salaries/bonuses/equity, but Kenney’s individual fixed-pay details are not itemized in recent Summary Compensation Tables reviewed .
- Sonnet’s compensation committee (Rao, chair; Dyrness) reviews and approves management compensation; members are independent under SEC/Nasdaq rules .
Performance Compensation
- Sonnet’s pay-versus-performance section emphasizes long-term incentives but states the compensation committee does not use net income or cumulative TSR as evaluation metrics given the company’s clinical-stage status and lack of product revenue .
- No disclosed performance metric weightings/targets/actual/payouts specific to Kenney’s incentive plans in the latest proxies .
Equity Ownership & Alignment
Beneficial Ownership (as of August 26, 2025)
| As-of Date | Total Beneficial Ownership (shares) | Components (Presently Exercisable/Convertible in ≤60 days) | Percent of Class | Shares Outstanding Reference |
|---|---|---|---|---|
| Aug 26, 2025 | 567,879 | 406,505 warrants; 160,000 shares via Series 5 Preferred conversion | <1% | Based on 6,827,352 shares outstanding |
2025 Private Placement Securities (Kenney participation)
| Close Date | Security | Terms/Quantity | Conversion/Exercise Outcome |
|---|---|---|---|
| June 30, 2025 | Convertible Notes | Principal amount $200,000 | Converted into Series 5 Preferred convertible into 160,000 common shares |
| June 30, 2025 | Warrants (initial) | 86,505 warrants | Presently exercisable; aggregated warrants reflected in 406,505 total |
| June 30, 2025 | Warrants (additional on conversion) | 320,000 warrants | Presently exercisable; combined total warrants exercisable 406,505 |
- Insider trading/anti-hedging/pledging policies: Short sales and certain hedging/monetization transactions (e.g., zero-cost collars, forward sale contracts) are prohibited; pledging is generally prohibited unless pre-approved by the CFO .
- Executive stock ownership guidelines: No explicit executive ownership guidelines disclosure located in recent proxies; only beneficial ownership tables are provided .
Employment Terms
| Item | Detail |
|---|---|
| Start date at SONN | Served as Chief Medical Officer since April 2021 |
| Age | 67 (2025 exec officers table) |
| Contract term / severance / CoC | No Kenney-specific employment agreement or severance/change-in-control terms were found in the reviewed proxies/8-Ks; other executives’ agreements are detailed but not Kenney’s |
| Indemnification | Company maintains indemnification agreements for directors and executive officers to the fullest extent under Delaware law |
| Insider trading policy | Anti-hedging/anti-pledging restrictions; blackout compliance; policy filed as 10-K Exhibit for FY2024 |
| Section 16 compliance | Company disclosed late Form 4 filings for multiple insiders, including “Rick Kenney,” regarding RSU grants on Dec 11, 2023 (forms filed Dec 5, 2024) |
Investment Implications
- Alignment: Kenney participated personally in the June 30, 2025 financing ($200,000 notes plus warrants), resulting in Series 5 Preferred convertible into 160,000 shares and a total of 406,505 presently exercisable warrants—clear “skin in the game” and potential alignment with long-term value creation .
- Ownership scale: Despite the large number of derivative securities, total beneficial ownership is <1% of outstanding shares, implying limited direct governance influence and modest ownership-based alignment at the company level .
- Trading pressure/dilution signals: The 406,505 presently exercisable warrants and 160,000 convertible preferred shares represent potential incremental supply upon exercise/conversion; anti-hedging and pledging restrictions help mitigate problematic hedging behaviors but do not address potential selling after exercises .
- Retention risk: No disclosed Kenney-specific severance or change-in-control protection was found in the latest filings, unlike certain other executives—this absence can elevate retention risk in a volatile clinical-stage setting if market conditions deteriorate or roles change .
- Governance/compliance: The late Section 16 filings (including Kenney) are a minor governance red flag suggesting process weaknesses; however, the company also maintains robust indemnification and insider trading policies .
- Performance pay linkage: The compensation committee does not use net income or TSR in executive pay decisions due to the clinical-stage nature and lack of product revenue; investors should not expect near-term pay-for-financial-performance linkage at SONN until commercialization milestones emerge .
Overall, Kenney’s personal participation in the 2025 financing enhances alignment, but the small percent ownership and sizable exercisable derivatives introduce potential dilution/supply considerations. Absent disclosed severance/CoC terms for Kenney elevates retention sensitivity, while the company’s anti-hedging/pledging and indemnification frameworks support governance hygiene in a pre-revenue, trial-driven environment .