Shehnaaz Suliman
About Shehnaaz Suliman
Independent Class III director of 10x Genomics (TXG) since August 2019; age 53. She is CEO and director of ReCode Therapeutics (privately-held) since January 2022, and a director at Ultragenyx Pharmaceutical Inc. (public) since January 2019. Education: MD (MB, ChB) University of Cape Town; MBA (with distinction) and MPhil (Development Studies) from Oxford University; Rhodes Scholar. Core credentials: senior operating roles across Genentech, Roche, Gilead, Theravance Biopharma; investment banking experience; deep life sciences BD/strategy expertise; affirmed independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alector, Inc. | President & COO; interim Chief Business Officer | Dec 2019–Jan 2022; Jan 2020–Jan 2022 | Led operations and BD strategy |
| Theravance Biopharma, Inc. | SVP, Corporate Development & Strategy | Jul 2017–Mar 2019 | Corporate strategy and transactions |
| Roche Partnering | VP, Global Therapeutic Area Head | Jun 2015–Jul 2017 | Partnering leadership |
| Genentech, Inc. | Group Leader & Project Team Leader, R&D Portfolio Mgmt & Operations | Sep 2010–May 2015 | Portfolio management |
| Gilead Sciences, Inc. | Various management roles | Jan 2005–Sep 2010 | Commercial/operations |
| Lehman Brothers; Petkevich & Partners | Investment Banker | Prior to 2005 | Financing expertise |
External Roles
| Organization | Role | Tenure | Governance Link/Notes |
|---|---|---|---|
| ReCode Therapeutics (private) | Chief Executive Officer & Director | Jan 2022–present | Genetic medicines; CEO role |
| Ultragenyx Pharmaceutical Inc. (public) | Director | Jan 2019–present | Public biotech board |
| Parvus Therapeutics (private) | Director | Oct 2017–Jul 2019 | Private biopharma |
Board Governance
- Independence: TXG Board determined Dr. Suliman is independent; board committees are all independent .
- Committee assignments:
- Chair, Nominating & Corporate Governance Committee; sole member after Oct 24, 2024, reconstituted Dec 19, 2024 to add Alan Mateo (Suliman remained chair) .
- Member, Mergers & Acquisitions Committee (with Kosaraju as chair and Stuelpnagel); M&A committee did not meet in 2024 and members were not compensated .
- Attendance: Board held five meetings in 2024; each director attended at least 75% of board and committee meetings for which they served .
- Shareholder support: At the June 3, 2025 annual meeting, re-elected with 168,973,468 votes FOR, 27,595,026 AGAINST, 161,298 abstentions; broker non-votes 19,837,766 .
- Governance practices: Independent chair, separate Chair/CEO, majority voting standard, executive sessions for non-employee directors, stock ownership policy, clawback policy, prohibition on hedging/pledging/short sales .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $55,000 | Non-employee director retainer (effective Apr 26, 2024) |
| Nominating & Governance Chair fee | $12,500 | Annual chair retainer |
| M&A Committee member fee | $0 | M&A committee members not compensated; no meetings in 2024 |
| Fees earned (2024 actual) | $65,110 | Reported cash fees for 2024 |
Performance Compensation
| Equity Component | 2024 Value | Vesting | Performance Metrics |
|---|---|---|---|
| Annual RSUs (policy) | $215,000 equivalent RSUs | 4 equal quarterly installments post annual meeting; change-in-control accelerates vesting | |
| Stock awards recognized (2024) | $186,645 | RSUs; director awards are time-based | |
| Options (2024) | $0 | No option awards to non-employee directors in 2024 policy | |
| Performance metrics tied to director equity | None disclosed | N/A (director RSUs time-based; no PSUs for directors) |
Director Compensation – Year-over-Year
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $60,000 | $65,110 |
| Stock Awards ($) | $107,461 | $186,645 |
| Option Awards ($) | $168,928 | $0 |
| Total ($) | $336,389 | $251,755 |
Other Directorships & Interlocks
- Public boards: Ultragenyx Pharmaceutical Inc. (director) .
- Private boards/roles: ReCode Therapeutics (CEO & director), Parvus Therapeutics (former director) .
- Related-party transactions: TXG disclosed no transactions >$120,000 involving directors/executives/5% holders other than compensation arrangements .
Expertise & Qualifications
- Education: MD (University of Cape Town), MBA and MPhil (Oxford, Rhodes Scholar) .
- Technical/industry: Life sciences BD/strategy, portfolio management; executive leadership; capital markets exposure via prior banking roles .
- Board skills: Corporate governance; strategic planning; business operations; life sciences domain expertise (per skills matrix) .
Equity Ownership
| Item | Shares/Status | Notes |
|---|---|---|
| Total beneficial ownership (Class A) | 129,215 | <1% of Class A; no Class B |
| Direct Class A shares | 11,096 | Held directly |
| Options (exercisable ≤60 days) | 115,956 | Class A options |
| RSUs (vesting ≤60 days) | 2,163 | Class A RSUs |
| Ownership guidelines | Directors must hold ≥3x annual cash retainer; directors/executives satisfy or are making timely progress; deadline Jan 25, 2029 (or 5 years from appointment) | |
| Hedging/pledging | Prohibited by Insider Trading Policy (limited preclearance exceptions for pledging; short sales prohibited) |
Governance Assessment
-
Strengths:
- Independent director with deep biopharma operating and BD/strategy background; chairs key governance committee; independence affirmed .
- Robust shareholder support in 2025 re-election; strong say-on-pay approvals in 2024 (FOR 180.8M vs 36.4M) and 2025 (FOR 164.3M vs 32.2M), indicating investor confidence in governance and compensation oversight .
- Stock ownership policy and clawback policy in place; strict insider trading policy (no hedging/short sales; pledging restrictions) align incentives .
-
Potential areas to monitor:
- M&A Committee activity: no meetings held in 2024; assess whether mandate and oversight cadence match TXG’s deal pipeline needs .
- Nominating & Governance Committee held one meeting in 2024; as chair, ensure adequate cadence for board refresh, evaluations, and governance updates, especially post-reconstitution in Dec 2024 .
- Equity award structure for directors shifted to RSUs-only (removed options in 2024); RSUs reduce upside leverage vs options—continue to evaluate alignment while maintaining independence and avoiding over-risking .
-
RED FLAGS:
- No related-party transactions disclosed; no hedging/short sales allowed; no explicit red flags observed (pledging not disclosed). Continued vigilance warranted on committee activity cadence and any future interlocks tied to ReCode Therapeutics or Ultragenyx .