Maha Katabi
About Maha Katabi
Independent director of Vera Therapeutics since October 2020; age 51. General Partner at Sofinnova Investments (Partner Apr-2019; General Partner since Mar-2020); prior roles include founding Managing Partner at Oxalis Capital (2018–2019), Partner/Private Equity at Sectoral Asset Management (2008–2018), and venture roles at Ventures West and T2C2 Capital Bio. She holds a Ph.D. in Pharmacology and a B.Sc. in Biology from McGill University and is a CFA charterholder (2011) . The Board affirms her independence under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sofinnova Investments | Partner → General Partner | Apr-2019 to present (GP since Mar-2020) | Life sciences VC leadership; board service across therapeutics |
| Oxalis Capital | Founding Managing Partner | Aug-2018 to Apr-2019 | Early-stage life sciences investing |
| Sectoral Asset Management | Investment Manager → Partner, Private Equity; Portfolio Manager small-cap/private biotech funds | Sep-2008 to Jan-2018 | Led healthcare PE strategy and portfolios |
| Ventures West | Vice President | 2004 to 2008 | Early-stage life sciences investing |
| T2C2 Capital Bio | Investment professional | Began 1999 | Seed investing in university spinouts |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Quanta Therapeutics, Inc. (biotech) | Director | Since Jun-2021 | Current private biotech board |
| Star Therapeutics, Inc. | Director | Since Jun-2023 | Current private biotech board |
| Sofinnova Investments | General Partner | Since Mar-2020 | Investment firm partner |
| Exactis Innovation (precision oncology network) | Chairman | Current | Not-for-profit; chair of board |
| amplifyHERscience (Yale Ventures) | Advisor | Current | Advisory role supporting women in science entrepreneurship |
| Prior: Aerovate Therapeutics (Nasdaq: AVTE) | Director | Aug-2020 to Sep-2024 | Departed 2024 |
| Prior: Rayze Bio (Nasdaq: RYZB) | Director | Aug-2022 to Feb-2024 | Company acquired by BMS in Feb-2024 |
| Prior: Aiolos Bio | Director | Sep-2023 to Feb-2024 | Company acquired by GSK in Feb-2024 |
| Prior: Gyroscope Therapeutics | Director | Mar-2021 to Feb-2022 | Company acquired by Novartis in Feb-2022 |
| Prior: Amplyx Pharmaceuticals | Director | May-2020 to Apr-2021 | Company acquired by Pfizer in Apr-2021 |
| Prior: NorthSea Therapeutics | Director | Mar-2019 to Jun-2021 | Private biotech board |
Board Governance
- Independence: Board determined Katabi is independent under Nasdaq criteria .
- Board leadership: Chair is Michael Morrissey, separate from CEO, with committee chairs reporting to Board .
- Attendance: Board met 5 times in 2024; all directors attended at least 75% of Board and committee meetings; independent directors held 5 executive sessions in 2024 .
- Committee assignments (2024): Chair, Nominating & Corporate Governance Committee; members of other committees as per table below. Committee meetings in 2024: Audit (3), Compensation (4), Nominating (1) .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Nominating & Corporate Governance | Chair | 1 |
| Audit | Not a member | 3 |
| Compensation | Not a member | 4 |
Fixed Compensation (Director)
| Year | Cash Fees ($) | Equity/Option Awards ($, grant-date fair value) | Total ($) |
|---|---|---|---|
| 2024 | 50,000 | 386,589 | 436,589 |
Director compensation policy highlights:
- Cash retainers in 2024: Board member $40,000; additional $30,000 for non-executive Chair; committee member retainers: Audit $10,000; Compensation $6,000; Nominating $5,000; committee chair retainers: Audit $10,000; Compensation $6,000; Nominating $5,000 .
- Equity: Initial option grant and annual option grant; effective May 2, 2024, initial grant sized as lesser of 25,000 shares or $700,000 fair value; annual grant sized as lesser of 14,000 shares or $400,000 fair value .
- 2025 changes (effective Jan 1, 2025): Chair retainer increased to $35,000; Compensation Committee member retainer to $7,500; Compensation Committee chair retainer to $7,500 .
- Vesting: Initial director options vest monthly over 3 years; annual options vest through the earlier of the next annual meeting or first anniversary; change in control accelerates vesting for non-employee directors .
Performance Compensation (Director)
| Element | Performance Metrics | Terms |
|---|---|---|
| Director equity/fees | None disclosed for directors; non-employee director pay comprised of cash retainers and option grants without performance-vesting metrics |
Other Directorships & Interlocks
- Significant shareholder affiliation: Sofinnova Venture Partners X, L.P. (SVP X) beneficially owns shares; Katabi is a managing member of the Sofinnova general partner entities and may share voting/dispositive power. SVP X held 2,793,987 shares as of record date; Katabi also held 53,850 options exercisable within 60 days; total beneficial ownership 2,847,837 (4.5%) .
- Follow-on offerings participation (related-party context):
- Feb 2023: SVP X purchased 285,714 shares at $7.00; aggregate ~$1,999,998 .
- Jan 2024: SVP X purchased 161,290 shares at $31.00; aggregate ~$4,999,990 .
- Related-party policy: Audit Committee/Board must approve related person transactions >$120,000; review terms vs. market and extent of related person’s interest .
Expertise & Qualifications
- Scientific and financial: Ph.D. Pharmacology (McGill), B.Sc. Biology (McGill), CFA charterholder (2011) .
- Investment/board expertise: Two decades in life sciences venture/private equity; multiple successful exits (Novartis, Pfizer, GSK, BMS acquisitions) .
- Nominating & governance: Chair of Vera’s Nominating & Corporate Governance Committee .
Equity Ownership
| Holder/Instrument | Amount | Notes |
|---|---|---|
| Total beneficial ownership (Katabi) | 2,847,837 shares (4.5%) | Includes Sofinnova VP X position and options exercisable within 60 days |
| By Sofinnova Venture Partners X, L.P. | 2,793,987 shares | Voting/dispositive power may be shared across Sofinnova entities and managing members including Katabi; she disclaims beneficial ownership except to extent of pecuniary interest |
| Options exercisable within 60 days (director) | 53,850 shares | Director option holdings; also reflected in director equity totals |
| Pledging/hedging | Prohibited by policy (no short sales, options, hedging, margining/pledging) | |
| Section 16 filings | Company reports compliance for 2024; no delinquent reports disclosed for Katabi |
Governance Assessment
-
Positives
- Independent director with strong scientific-investment credentials; chairs Nominating & Corporate Governance, contributing to board refreshment and governance oversight .
- High engagement indicators: board met 5x in 2024; all directors ≥75% attendance; 5 independent executive sessions; separation of Chair and CEO roles supports oversight .
- Meaningful ownership alignment via Sofinnova stake (4.5% beneficial for Katabi including shared power through Sofinnova) and director options .
- Director pay policy refined to manage dilution (sizing grants by fair value caps) and clear vesting; maintains at-risk equity exposure .
-
Potential conflicts/Red flags to monitor
- RED FLAG (monitor): Representation of a significant shareholder (Sofinnova) while chairing Nominating & Governance could create perceived conflicts in board composition/succession; however, the Board affirmatively determined independence and maintains a related-party transaction approval policy .
- Related-party exposure: Sofinnova’s participation in follow-on offerings (2023 and Jan 2024) at public terms—no preferential pricing disclosed; continue monitoring terms and any future capital raises .
- No director stock ownership guidelines disclosed; alignment relies on existing equity holdings and policy prohibitions on hedging/pledging .