Patrick Vink, M.D.
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cubist Pharmaceuticals | Executive Vice-President & Chief Operating Officer; earlier SVP, Head of International Business | 2012–2015 | Led worldwide commercial/technical ops, alliance management, full P&L oversight |
| Mylan Inc. | SVP, Global Head of Hospital Business and Global Head of Biologics | 2008–2012 | Established global functions in Switzerland; managed hospital business |
| Sandoz (Novartis) | Head, Global Business Franchise Biopharmaceuticals | Prior to 2008 | Global biopharma franchise leadership |
| Biogen Inc. | Vice President, International Business | Prior to 2008 | International commercial leadership |
| Sanofi-Synthélabo SA | Head, Worldwide Marketing (Cardiovascular & Thrombosis) | Prior to 2008 | Global marketing leadership |
| EFPIA (industry association) | Executive Committee member | 2013–2015 | Sector policy/advocacy leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Athyrium Capital Management | Senior Advisor | 2019–present | Advisory role to pharma industry |
| Two privately held companies | Chairman of the Board | Current | Names undisclosed (private) |
| Santhera Pharmaceuticals AG | Director (past) | until June 2023 | Past public company directorship |
| Amryt Pharma PLC | Director (past) | until April 2023 | Past 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
| Component | FY 2023 | FY 2024 | Notes |
|---|---|---|---|
| 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 fees | Not disclosed | Not disclosed | No per‑meeting fees disclosed |
Director retainer schedule (policy):
| Position | Annual 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
| Year | Instrument | Performance Metric | Weighting | Outcome |
|---|---|---|---|---|
| 2023 | RSUs (20,000) | None; time‑based vesting (1‑year for directors) | N/A | Granted at annual meeting; time‑vest |
| 2024 | RSUs (20,000) | None; time‑based vesting (1‑year for directors) | N/A | Granted 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
| Company | Role | Overlap/Interlock with SPRO counterparties |
|---|---|---|
| Santhera Pharmaceuticals AG (past) | Director | None disclosed as related‑party transaction – |
| Amryt Pharma PLC (past) | Director | None disclosed as related‑party transaction – |
| Two private companies | Chairman | Private; no SPRO transactions disclosed – |
| Athyrium Capital Management | Senior Advisor | No 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
| Holder | As of | Shares Owned Directly | Options Exercisable (≤60 days) | Total Beneficial Ownership | % Outstanding |
|---|---|---|---|---|---|
| Patrick Vink, M.D. | April 1, 2025 | 55,000 | 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 –.