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Patrick Vink, M.D.

Director at Spero TherapeuticsSpero Therapeutics
Board

About Patrick Vink, M.D.

Patrick Vink, M.D. (age 61) is an independent director of Spero Therapeutics and has served on the Board since September 2015. He is a senior advisor at Athyrium Capital Management (since 2019) and previously held senior operating roles across Cubist, Mylan, Sandoz/Novartis, Biogen, and Sanofi; he earned his M.D. from the University of Leiden (1988) and an MBA from the University of Rochester (1992) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Cubist PharmaceuticalsExecutive Vice-President & Chief Operating Officer; earlier SVP, Head of International Business2012–2015Led worldwide commercial/technical ops, alliance management, full P&L oversight
Mylan Inc.SVP, Global Head of Hospital Business and Global Head of Biologics2008–2012Established global functions in Switzerland; managed hospital business
Sandoz (Novartis)Head, Global Business Franchise BiopharmaceuticalsPrior to 2008Global biopharma franchise leadership
Biogen Inc.Vice President, International BusinessPrior to 2008International commercial leadership
Sanofi-Synthélabo SAHead, Worldwide Marketing (Cardiovascular & Thrombosis)Prior to 2008Global marketing leadership
EFPIA (industry association)Executive Committee member2013–2015Sector policy/advocacy leadership

External Roles

OrganizationRoleTenureNotes
Athyrium Capital ManagementSenior Advisor2019–presentAdvisory role to pharma industry
Two privately held companiesChairman of the BoardCurrentNames undisclosed (private)
Santhera Pharmaceuticals AGDirector (past)until June 2023Past public company directorship
Amryt Pharma PLCDirector (past)until April 2023Past public company directorship

Board Governance

  • Classification/tenure: Class II director; nominated for re‑election at the June 12, 2025 annual meeting to serve through the 2028 meeting .
  • Independence: Board determined Vink is independent under Nasdaq rules .
  • Committee assignments (FY 2024): Compensation Committee member; Nominating & Corporate Governance Committee Chair .
  • Meeting cadence and attendance: Board met 10 times; committees met 24 times in FY 2024; no director attended fewer than 75% of meetings of the Board and committees on which they served .
  • Leadership history: Served as Lead Director in 2023 (and into 2024), with separate chair retainer structure; current Board Chair is Frank Thomas (separate from CEO), reinforcing independent oversight .

Fixed Compensation

ComponentFY 2023FY 2024Notes
Cash fees (Board + committee/lead/chair retainers)$50,000 $83,750 FY 2024 amount consistent with: Board $40k; Lead Director $18,750; Comp. Committee member $10k; Nominating Chair $15k
Equity – RSU grant (annual)$23,200 fair value $28,400 fair value Policy grants 20,000 RSUs to each non‑employee director at the annual meeting; 1‑year vest
Equity – option (if elected in lieu of cash fees)$19,987 fair value Option election allowed by policy; 2023 award: 15,471 shares at $1.74, fully vested 12/31/2023
Meeting feesNot disclosedNot disclosedNo per‑meeting fees disclosed

Director retainer schedule (policy):

PositionAnnual Retainer
Board Member$40,000
Board Chair (additional)$30,000
Lead Director (additional, if any)$18,750
Audit Chair$20,000
Compensation Chair$20,000
Nominating Chair$15,000
Development Chair$10,000
Audit Member$10,000
Compensation Member$10,000
Nominating Member$7,500
Development Member$5,000

Performance Compensation

YearInstrumentPerformance MetricWeightingOutcome
2023RSUs (20,000)None; time‑based vesting (1‑year for directors)N/AGranted at annual meeting; time‑vest
2024RSUs (20,000)None; time‑based vesting (1‑year for directors)N/AGranted at annual meeting; time‑vest

No director performance metrics (e.g., TSR, revenue, ESG) are tied to director compensation; RSUs vest solely based on time served per policy .

Other Directorships & Interlocks

CompanyRoleOverlap/Interlock with SPRO counterparties
Santhera Pharmaceuticals AG (past)DirectorNone disclosed as related‑party transaction
Amryt Pharma PLC (past)DirectorNone disclosed as related‑party transaction
Two private companiesChairmanPrivate; no SPRO transactions disclosed
Athyrium Capital ManagementSenior AdvisorNo transactions with SPRO disclosed; potential perceived conflict minimal absent dealings

Expertise & Qualifications

  • Deep global operating background in anti‑infectives and biologics (Cubist COO, Mylan biologics/hospital leadership; Sandoz biopharma franchise; Biogen international; Sanofi CV/thrombosis marketing) .
  • Governance and policy experience (EFPIA Executive Committee 2013–2015) .
  • Medical and business training (M.D. 1988, University of Leiden; MBA 1992, University of Rochester) .
  • Current capital markets perspective through advisory work at Athyrium .

Equity Ownership

HolderAs ofShares Owned DirectlyOptions Exercisable (≤60 days)Total Beneficial Ownership% Outstanding
Patrick Vink, M.D.April 1, 202555,000 82,067 137,067 <1% (denoted “*” in proxy)

Additional context:

  • Non‑employee directors’ outstanding options (aggregate): Vink holds 82,067 shares underlying options; none reported exercised in FY 2024 .
  • Insider trading/hedging: Company policy prohibits hedging and short‑term speculative transactions for directors .

Governance Assessment

  • Independence and experience: Vink is a seasoned operator with independent status, bringing international commercial and alliance management expertise; independence affirmed by Board .
  • Committee leadership and engagement: Chairs Nominating & Corporate Governance and serves on Compensation; Board met 10x and committees 24x in FY 2024; no director fell below 75% attendance, indicating adequate engagement .
  • Compensation alignment: Mix of fixed cash retainers and time‑based RSUs; optional use of options in lieu of cash (exercised in 2023), with no performance‑based metrics—typical for director pay; FY 2024 cash increased consistent with lead/director and chair roles; annual RSU grant standard at 20,000 .
  • Ownership: Beneficial ownership is <1%; alignment is supported by annual equity grants and option holdings; no pledging disclosed .
  • Conflicts/related‑party exposure: Proxy discloses related party items (GSK agreement; consulting for other directors), but none involving Vink; Athyrium advisory role noted without SPRO transactions—low conflict risk as disclosed .
  • Board structure: Separation of Chair and CEO enhances oversight; leadership transitioned to Frank Thomas as Chair, maintaining independent governance .

Red flags: None disclosed for Vink. No related‑party transactions, pledging, or attendance issues reported; director compensation structure appears standard with no repricing or unusual guarantees .