Alexey Vinogradov
Xenetic BiosciencesAbout Alexey Vinogradov
Dr. Alexey Vinogradov (age 55) has served as an independent director of Xenetic Biosciences (XBIO) since July 2019. He is currently Business Development Manager at Mag. Peter G. Wahl’s Law Firm in Vienna, with prior operating roles in renewables at Cantreva LLC (2017–2022) and Togas Middle East LLC (2015–2017). He is also a board member of PJSC Pharmsynthez, a Xenetic related party; the Board nonetheless affirmed his independence under Nasdaq standards for the relevant period.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mag. Peter G. Wahl’s Law Firm (Vienna) | Business Development Manager | Current | Corporate, property, commercial law focus (BD) |
| Cantreva LLC | Business Development Director; Operations Director | 2017–2022 | Renewables (solar, wind, hydropower) |
| Togas Middle East LLC (Dubai) | Executive position | 2015–2017 | International business operations |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| PJSC Pharmsynthez | Director (board member) | Current | Pharmsynthez is an XBIO related party; holds ~3% common at 3/31/2025 and ~1.5M Series B preferred; ongoing R&D/licensing arrangements with XBIO |
Board Governance
- Independence: Board affirmed Vinogradov’s independence under Nasdaq rules; all Audit and Compensation Committee members were independent in 2024.
- Attendance: Board met eight times in 2024; each current member attended ≥75% of Board/committee meetings, except Dr. Kornberg (52%).
- Board leadership: Chair is Dmitry Genkin; CEO is not on the Board (separate roles).
| 2024 Committees | Membership | Chair | Meetings in 2024 |
|---|---|---|---|
| Audit Committee | Member (post 12/11/2024) | Firdaus Jal Dastoor | 7 |
| Compensation Committee | Member (current) | Firdaus Jal Dastoor | 5 |
| Nominating & Corporate Governance | Not a member | Roger Kornberg | 4 |
Fixed Compensation
| Component (Director) | 2024 Amount |
|---|---|
| Annual retainer (cash) | $43,000 |
| Committee/Chair fees | Not disclosed |
| Meeting fees | Not disclosed |
Performance Compensation
| Component | Terms / 2024 Value |
|---|---|
| Annual option grant | Policy: 2,500 options upon initial appointment and 2,500 options each year at annual meeting |
| Option awards (2024 grant-date fair value) | $8,721 |
| Outstanding director options (12/31/2024) | 15,000 options |
| Performance metrics tied to director pay | None disclosed (no PSU/RSU metrics; director options per policy) |
Other Directorships & Interlocks
| Company | Nature of Interlock | Potential Governance Impact |
|---|---|---|
| PJSC Pharmsynthez | Vinogradov is a director; Pharmsynthez is a related party to XBIO (historic co-development, prior loan; equity holdings) | Related-party exposure; Board reviews RPTs via Audit Committee; independence affirmed for Vinogradov despite affiliation |
Expertise & Qualifications
- International business development, financial analytics, and business communications experience spanning Europe/Middle East; current legal-industry BD role.
- No “audit committee financial expert” designation for Vinogradov; Audit Chair Dastoor is designated financial expert.
Equity Ownership
| Ownership Detail (as of 10/15/2025) | Shares/Status | % Outstanding |
|---|---|---|
| Common shares held directly | 18,679 | |
| Options exercisable within 60 days | 15,000 | |
| Total beneficial ownership | 33,679 | |
| Ownership percentage | 1.5% | |
| Shares pledged as collateral | None; company prohibits pledging and reports full compliance |
Governance Assessment
- Committee effectiveness: Vinogradov sits on both Audit and Compensation, two critical oversight bodies. Post-2024 composition places him alongside independent chair Dastoor; committee independence met. Meeting cadence (Audit 7; Compensation 5) supports active oversight.
- Independence and attendance: Affirmatively independent under Nasdaq; attendance ≥75% in 2024. These are positive indicators for board effectiveness.
- Compensation alignment: Director pay is modest (retainer $43k) with annual options; no meeting/committee fees disclosed. Equity grants create alignment, but lack of disclosed performance conditions (e.g., PSU metrics) is typical for directors.
- Related-party oversight: Vinogradov’s board seat at Pharmsynthez creates potential conflict given Pharmsynthez’s equity stakes and historical arrangements with XBIO. However, RPTs are reviewed under a formal policy by the Audit Committee, and Board still determined independence for Vinogradov over the relevant period. Continued monitoring warranted.
- Trading/pledging risk: Company prohibits hedging/pledging; directors in compliance; no pledges reported—positive alignment signal.
RED FLAGS
- Dual directorship with PJSC Pharmsynthez, an XBIO related party, amid ongoing licensing/R&D relationships and prior financing ties; requires continued robust Audit Committee oversight to mitigate conflict risk.
Mitigants
- Formal related-party transaction policy and Audit Committee approval processes; committee independence in 2024.