Tiba Aynechi
About Tiba Aynechi
Tiba Aynechi, Ph.D., age 49, has served as an independent director of Spruce Biosciences since May 2016. She is a General Partner at Norwest Venture Partners (since December 2021) and previously was a senior partner at Novo Ventures (US) Inc.; she holds a Ph.D. in biophysics from UC San Francisco and a B.S. in physics from UC Irvine . The Board has affirmatively determined that she is independent under Nasdaq rules; all directors except the CEO, Executive Chairman Michael Grey, and interim CMO Dr. Ways were deemed independent in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Norwest Venture Partners | General Partner | Dec 2021–present | Life sciences investing and governance experience |
| Novo Ventures (US) Inc. | Senior Partner (prior) | Prior to Dec 2021 (not dated) | Financing transactions and venture experience |
| Burrill & Company | Merchant Banking Director; earlier roles | Jun 2006–Mar 2010; Director Jan 2009–Mar 2010 | Cross‑border M&A, licensing, financing |
External Roles
| Company/Institution | Type | Role | Tenure |
|---|---|---|---|
| Avalyn Pharma Inc. | Private biotech | Director | Since Apr 2017 |
| Engrail Therapeutics, Inc. | Private biotech | Director | Since May 2024 |
| Nuvig Therapeutics, Inc. | Private biotech | Director | Since Dec 2024 |
| Rezo Therapeutics, Inc. | Private biotech | Director | Since Jul 2022 |
| Ray Therapeutics, Inc. | Private biotech | Director | Since May 2023 |
| MBX Biosciences, Inc. | Biopharma (type not specified) | Director | Since Dec 2022 |
| Nkarta, Inc. | Public biopharma | Director | Oct 2015–Aug 2022 |
| Mirum Pharmaceuticals, Inc. | Public biopharma | Director | Nov 2018–Aug 2021 |
| Aristea Therapeutics, Inc. | Private biopharma | Director | Aug 2018–Dec 2021 |
| MDLIVE | Private telehealth | Director | Jul 2018–May 2021 |
| Arcellex, Inc. (then‑private) | Biotechnology | Director | Jul 2015–Nov 2021 |
Board Governance
- Independence: Independent director under Nasdaq rules (Board determined all directors except Szwarcberg, Ways, Grey were independent in 2024) .
- Tenure on Board: Since May 2016 .
- Board/Committee workload and attendance:
- Board met 11 times in 2024; all directors except Dr. Muralidhar attended at least 75% of applicable meetings (implies Aynechi ≥75%). Non‑employee directors held 4 executive sessions .
- All directors attended the 2024 Annual Meeting .
| Committee (2024) | Role | 2024 Meetings | Other Notes |
|---|---|---|---|
| Compensation Committee | Chair | 2 | Members: Aynechi (Chair), Muralidhar, Simpson; all independent |
| Audit Committee | — | 5 | Members: Spiegelman (Chair), Barretto‑Ko, Simpson; all independent |
| Nominating & Corporate Governance | — | 3 | Members: Simpson (Chair from Mar 26, 2025), Spiegelman; Dr. Ways chaired until Mar 26, 2025 |
- Board leadership: Executive Chairman Michael Grey; roles of Chair and CEO are separated .
- Skills matrix: Company identifies Aynechi’s skills in Senior Leadership, Healthcare, Research & Development, Commercialization, Governance, Global Business, and Public Policy & Regulatory .
Fixed Compensation (Director)
| Element (FY2024) | Amount | Notes |
|---|---|---|
| Cash fees | $50,000 | Paid fees earned in cash for 2024 |
| Policy reference | — | Non‑employee annual retainer $40,000; Compensation Committee Chair additional $10,000 (sum aligns to $50,000) |
Performance Compensation (Director)
| Element | Terms | FY2024 Amount (Grant‑Date Fair Value) |
|---|---|---|
| Annual stock option grant | Policy: 30,000 options at each annual meeting; vests on earlier of first anniversary or next annual meeting; accelerates in full upon change of control | $19,224 (options) |
No director‑specific performance metrics (e.g., TSR metrics) are disclosed for director equity; director equity consists of options with standard vesting as per policy .
Other Directorships & Interlocks
- Current/prior public company boards: Nkarta, Inc. (former); Mirum Pharmaceuticals, Inc. (former) .
- Potential interlock/related‑party context: Novo Holdings A/S purchased equity/warrants in SPRB’s Feb 2023 private placement; disclosure notes Aynechi previously was a senior partner at Novo Ventures (US) Inc., which provides consultancy to Novo Holdings A/S .
Expertise & Qualifications
- Education: Ph.D. in biophysics (UCSF); B.S. in physics (UC Irvine) .
- Domain expertise: Venture investing, financing transactions, and biotech/pharma industry experience cited by the Board and Nominating Committee as qualifications .
- Board‑identified skills: Senior Leadership; Healthcare; R&D; Commercial; Governance; Global Business; Public Policy & Regulatory .
Equity Ownership
| Holder | Beneficial Ownership (#) | % of Shares Outstanding | Form of Ownership | Vested/Exercisable Detail |
|---|---|---|---|---|
| Tiba Aynechi, Ph.D. | 82,500 | <1% | Options | Consists of options exercisable within 60 days as of 4/1/2025 ownership date |
- Hedging/pledging: Company policy prohibits hedging, short sales, derivative transactions, margin accounts and pledging of company stock by directors .
Governance Assessment
- Alignment and independence: Independent director with deep financing and biotech background; serves as Compensation Committee Chair (all members independent) .
- Engagement: Attended at least 75% of Board/committee meetings in 2024; Board met 11 times; 4 executive sessions of non‑employee directors .
- Compensation oversight signals:
- Compensation Committee approved guaranteed retention bonuses in March 2024 for executives (e.g., CEO $335,500; CFO $209,295), recorded under “Bonus”—a potential pay‑for‑performance scrutiny point given their guaranteed nature .
- Compensation consultant: Aon engaged by the committee in 2023; not engaged in 2024, though a company affiliate provided insurance brokerage services ($150,000) with independence safeguards disclosed .
- Ownership “skin in the game”: Beneficial ownership is <1% and consists of 82,500 options (exercisable within 60 days), which may be viewed as modest alignment versus substantial outright share holdings .
- Related‑party/appearance risk: Disclosure links previous employment at Novo Ventures to Novo Holdings A/S, a purchaser in SPRB’s 2023 private placement—no improper conduct indicated, but the nexus is disclosed for transparency .
- Policy protections: Company prohibits hedging/pledging and maintains a Dodd‑Frank–compliant clawback policy, supporting governance risk controls .