Jeff Ajer
About Jeff Ajer
Jeff Ajer, age 62 as of April 25, 2025, was appointed as an Independent Director of Viridian Therapeutics (VRDN) on April 7, 2025. He brings more than 25 years of commercialization leadership in rare diseases and specialty medicines, most recently serving as Executive Vice President and Chief Commercial Officer at BioMarin Pharmaceutical (2012–mid‑2024). He holds a B.S. in chemistry and an MBA from the University of California, Irvine.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BioMarin Pharmaceutical (Nasdaq: BMRN) | EVP & Chief Commercial Officer | 2012–mid‑2024 | Led commercial planning for late-stage pipeline, product marketing, reimbursement, sales ops |
| BioMarin Pharmaceutical | Roles of increasing responsibility | 2005–2012 | Commercial leadership roles |
| Genzyme Corporation | VP, Global Transplant Operations | Dec 2004–Aug 2005 | Global operations leadership |
| Genzyme Corporation | Various roles | Nov 2003–Dec 2004 | Sales/marketing/operations |
| SangStat Medical; ICN Pharmaceuticals | Sales, marketing, operations | Not disclosed | Commercial functions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Nektar Therapeutics (Nasdaq: NKTR) | Independent Director | Since Sep 2017 | Public company directorship |
| True North Therapeutics, Inc. | Director | Until Jun 2017 | Prior board service (private) |
| Various biopharma companies | Advisor/Consultant | Current | Advisory/consulting capacities |
Board Governance
- Independence: The Board determined all current non-employee directors, including Mr. Ajer, are independent under Nasdaq rules; Stephen Mahoney (CEO) is not independent.
- Board structure: Independent Chairman (Tomas Kiselak) with executive sessions at every regular Board meeting; separation of CEO and Chair roles enhances oversight.
- Committees: As of the proxy date, committee membership was disclosed for other directors; Mr. Ajer’s name does not carry committee annotations, indicating no committee assignment yet in the filing snapshot.
- Meetings and attendance: Board met 10 times in 2024; each then-current director attended ≥75% of applicable meetings. (Mr. Ajer was appointed in April 2025; no 2024 attendance disclosed.)
- Risk oversight: Audit Committee oversees major financial risk exposures and compliance (including cybersecurity); Compensation Committee monitors compensation-related risk; Nominating Committee oversees governance guidelines effectiveness.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $40,000 | Paid during 12 months following the annual meeting |
| Additional cash retainer – Board Chair | $30,000 (raised to $32,500 effective Jan 1, 2025) | Chair premium |
| Committee fees – Audit | $10,000 member; $20,000 chair | Annual fees |
| Committee fees – Compensation | $7,500 member; $15,000 chair | Annual fees |
| Committee fees – Nominating | $5,000 member; $10,000 chair | Annual fees |
| Committee fees – Science | $7,500 member; $15,000 chair | Annual fees |
| Annual director equity grant (upon re‑election) | Option to purchase 21,000 shares | Vests in full by next annual meeting or one year, whichever earlier |
| Initial equity grant (upon appointment) | Option to purchase 42,000 shares | Vests in 36 equal monthly installments |
| Non-employee director annual compensation cap | $500,000 total value; $1,000,000 in year first appointed/elected | Includes cash + grant date fair value of stock awards |
Performance Compensation
- Directors do not have performance-based cash bonuses or financial performance metrics; equity awards for directors are time-based vesting options.
| Performance Element | Metrics | Vesting/Trigger | Notes |
|---|---|---|---|
| Annual option grant (re‑election) | None (time-based) | Full vest at next annual meeting or one year | 21,000 options; FMV exercise price at grant |
| Initial option grant (appointment) | None (time-based) | 36 monthly installments | 42,000 options; FMV exercise price at grant |
| Equity plan change-of-control mechanics | Board may assume/continue/substitute awards; may accelerate at discretion | Corporate Transaction | Per Amended & Restated 2016 Equity Incentive Plan |
| Repricing prohibition | No option/SAR repricing or cash exchange above FMV without shareholder approval | Plan-level safeguard | Governance-friendly provision |
Other Directorships & Interlocks
| Company | Relationship to VRDN | Potential Interlock/Conflict |
|---|---|---|
| Nektar Therapeutics (NKTR) | Unrelated to VRDN in proxy | No related-party disclosure involving Mr. Ajer |
| True North Therapeutics | Prior board (ended 2017) | No current interlock noted |
- Related-party transactions exist between VRDN and Fairmount-affiliated entities (Paragon Therapeutics; Zenas BioPharma) due to Fairmount’s ownership and board seats; Audit Committee reviews and approves related-person transactions per policy. No disclosure links Mr. Ajer to these parties.
Expertise & Qualifications
- Commercialization leadership in rare disease and specialty pharma; deep experience in pipeline commercial planning, product marketing, reimbursement, and sales ops.
- Senior operating roles across BioMarin and Genzyme; broad functional exposure in sales/marketing/operations.
- Academic credentials: B.S. in chemistry and MBA (UC Irvine).
Equity Ownership
| Holder | Shares Beneficially Owned | % Ownership | Composition/Notes |
|---|---|---|---|
| Jeff Ajer | 1,166 | <1% | Footnotes indicate holdings consist entirely of options exercisable as of March 31, 2025 or within 60 days; appointed Apr 7, 2025 (nominee disclosure) |
| Shares outstanding basis | 81,589,427 | N/A | Denominator for % ownership per proxy table |
- Anti-hedging policy prohibits short sales, derivatives, and hedging by directors; pledging not explicitly addressed in the excerpt.
- Director stock ownership guidelines: Not disclosed in proxy; plan-level annual cap applies to director compensation.
Governance Assessment
- Strengths: Independent status; extensive commercial expertise relevant to VRDN’s pipeline and product strategy; governance safeguards include anti-hedging, committee independence, and prohibition on option repricing without shareholder approval.
- Engagement/attendance: Board and committee structures are active (10 Board meetings in 2024; regular executive sessions); Ajer’s appointment in 2025 implies limited attendance history disclosed to date.
- Committees: No committee assignment for Ajer disclosed in the filing; near-term placement on Science or Compensation could leverage his commercialization background.
- Conflicts/Red flags: No Ajer-specific related-party transactions or conflicts disclosed; VRDN’s related-party dealings are Fairmount-linked and overseen under a formal policy through Audit Committee review.
- Pay alignment: Director compensation is modest in cash with equity emphasizing ownership alignment via options; annual caps limit excessive director pay; vesting is time-based (not metric-based), standard for board roles.
Overall governance signal: Positive—independence and domain expertise support board effectiveness; absence of disclosed conflicts tied to Ajer reduces risk; monitoring will focus on future committee assignments and ownership accumulation to deepen alignment.