George Scangos
Voyager TherapeuticsAbout George Scangos
George Scangos, Ph.D., is an independent Class I director of Voyager Therapeutics, serving since May 2023; he is 77 years old. He holds a B.A. in Biology from Cornell University and a Ph.D. in Microbiology from the University of Massachusetts, and previously served as Professor of Biology at Johns Hopkins University. His core credentials include CEO roles at Vir Biotechnology, Biogen, and Exelixis, and senior leadership in biotechnology at Bayer, bringing deep operating and scientific governance expertise to VYGR’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vir Biotechnology, Inc. | President & CEO; Director | Jan 2017–Apr 2023 (CEO); Director since Jan 2017 | Led immunology-focused biotech through COVID-era initiatives; remains on board |
| Biogen Inc. | CEO; Director | Jul 2010–Dec 2016 | Led large-cap neuro biotech through portfolio transitions |
| Exelixis, Inc. | President & CEO; Director | Oct 1996–Jul 2010 (CEO); Director Oct 1996–May 2020 | Drove discovery-to-development scaling in oncology |
| Bayer Corporation | President, Biotechnology | 1993–1996; prior roles 1987–1996 | Ran biotech division within pharma conglomerate |
| Johns Hopkins University | Professor of Biology | Pre-1987 | Academic leadership, foundational science credentials |
| PhRMA | Chair | 2016 | Industry policy leadership |
| California Healthcare Institute | Chair | 2010 | Regional life sciences advocacy leadership |
| Global Alliance for TB Drug Development | Director | 2006–2010 | Global health nonprofit governance |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Agilent Technologies, Inc. | Director | Current | Public company board in life sciences tools |
| Vir Biotechnology, Inc. | Director | Current | Public company; former CEO |
| Octave Bioscience, Inc. | Director | Current | Private precision medicine (neuro) |
| Rezo Therapeutics, Inc. | Director | Current | Private biotech; network biology focus |
| Life Science Cares (Bay Area) | Director | Current | Non-profit board engagement |
Board Governance
- Board class: Class I director (nominated for election to 2028 term) .
- Committee memberships: Science & Technology Committee member since May 2023 (chair: Steven Hyman, M.D.); Nominating & Corporate Governance Committee member since July 2024 (chair: James Geraghty) .
- Independence: Board determined all members except Alfred Sandrock and Jude Onyia are independent under Nasdaq rules; Scangos is independent .
- Attendance: Board held six meetings in 2024; each director attended at least 75% of Board and committee meetings while in office. Directors regularly hold executive sessions, and current directors attended the 2024 Annual Meeting .
- Committee meeting cadence (2024): Audit Committee 5; Compensation Committee 7; Science & Technology Committee 4; Nominating & Corporate Governance Committee 4 .
- Board leadership: Chair and CEO roles are separated, supporting independent oversight .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Cash retainer | 40,000 | Non-employee director annual retainer |
| Science & Technology Committee (member) | 5,000 | Non-chair member fee |
| Nominating & Corporate Governance Committee (member) | 2,391 | Prorated from service commencement July 8, 2024 |
| Total cash fees (2024) | 47,391 | Sum of above |
Director compensation policy (amended June 2024):
- Board: Chairman $72,500; non-employee members $40,000 .
- Audit: Chair $16,000; members $8,000 .
- Compensation: Chair $12,500; members $6,000 .
- Science & Technology: Chair $10,000; members $5,000 .
- Nominating & Corporate Governance: Chair $10,000; members $5,000 .
Performance Compensation
| Equity Award (2024) | Grant-Date Fair Value ($) | Type | Vesting | Notes |
|---|---|---|---|---|
| Annual director option | 144,000 | Stock options | Policy: annual grant up to 24,000 shares; vests in full by the earlier of first anniversary or next annual meeting (subject to continued service) | Options granted at fair market value on grant date |
Policy also provides an initial option grant upon first becoming a director of up to 48,000 shares, vesting quarterly over four years (subject to continued service) . The 2025 plan imposes an annual cap on non-employee director cash plus award value ($750,000 incumbent; $782,500 Chair; higher in initial year) .
No performance metrics (e.g., TSR, revenue, ESG) are tied to non-employee director equity; awards are time-based options .
Other Directorships & Interlocks
| Entity | Relationship to VYGR | Potential Interlock/Conflict |
|---|---|---|
| Neurocrine Biosciences, Inc. | >5% holder; major R&D/commercial collaborator with substantial revenues and receivables; has board designee (Jude Onyia) per investor agreement | Scangos has no disclosed role at Neurocrine; Board considered large holders in independence determinations; Scangos deemed independent |
| Agilent Technologies, Inc.; Vir Biotechnology, Inc. | Unrelated to VYGR per proxy | No disclosed related-party transactions involving Scangos |
Expertise & Qualifications
- Senior executive experience across large-cap and emerging biotechs (Biogen, Exelixis, Vir) .
- Scientific and operational governance credibility (Bayer biotech leadership; academic professorship) .
- Industry policy leadership (PhRMA Chair 2016; CHI Chair 2010) .
- Board experience in public life sciences tools and biotech; private and nonprofit boards augment network reach .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| George Scangos, Ph.D. | 67,120 | * | Includes shares he has the right to acquire within 60 days; indicates <1% beneficial ownership |
| Options held (aggregate) | 90,000 | — | Options to purchase shares as of Dec 31, 2024 (aggregate, not necessarily exercisable within 60 days) |
- Pledging/hedging: Insider trading policy prohibits hedging and pledging, with limited exceptions; no specific pledging disclosures for Scangos are provided .
- Ownership guidelines: No director stock ownership guidelines disclosed in the proxy .
Governance Assessment
- Board effectiveness: Scangos contributes deep R&D and operating expertise via Science & Technology Committee and governance oversight through Nominating & Corporate Governance; attendance met Board standards (≥75%) .
- Independence and conflicts: Classified as independent; no related-party transactions tied to Scangos; principal counterparty (Neurocrine) has its own designee separate from Scangos, mitigating direct conflict risk .
- Compensation alignment: Modest cash retainer and committee fees; equity in the form of time-based options at market strike aligns incentives to long-term share appreciation without guaranteed payouts; within plan caps .
- Shareholder sentiment: Say-on-pay approval for executives was 95% in 2024, suggesting broad investor confidence in overall compensation governance (contextual indicator) .
Red flags and watch items:
- Age and multi-board commitments: At 77 with multiple external board roles, monitor ongoing attendance and engagement; no attendance shortfall disclosed for 2024 .
- Counterparty influence: Neurocrine’s significant ownership and board seat necessitates continued vigilance for committee-level conflict screening; Audit Committee reviews related-party transactions per charter .
- Ownership alignment: Beneficial ownership <1%; while options provide upside alignment, absence of disclosed director ownership guidelines may limit formal skin-in-the-game requirements .
Overall, Scangos presents as a seasoned, independent director with strong scientific-operational credentials and appropriate committee placements; no specific conflicts or pay anomalies are disclosed, and equity option structure aligns with long-term value creation .