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Dmitry Genkin

Chair of the Board at Xenetic BiosciencesXenetic Biosciences
Board

About Dmitry Genkin

Dmitry Genkin, MD, age 56, is Chair of the Board at Xenetic Biosciences (XBIO), serving currently since December 2023 after a prior term on the Board from 2017 to 2021 . He studied drug delivery at the University of London’s School of Pharmacy under Professor Gregory Gregoriadis and at the Department of Clinical Pharmacology at Karolinska Hospital, and is an inventor of more than 20 patents/applications in therapeutics targeting NETosis and cell-free DNA . He is Executive Chairman of PJSC Pharmsynthez (since 2005) and holds multiple biotech board roles; he is a significant beneficial owner of XBIO (9.5%) with both direct and shared holdings through CLS Therapeutics entities .

Past Roles

OrganizationRoleTenureCommittees/Impact
Xenetic Biosciences, Inc.Director2017–2021Board member; committees not disclosed
University of London, School of PharmacyResearch trainee under Prof. Gregoriadis (drug delivery)Not disclosedScientific training; foundation in drug delivery
Karolinska Hospital, Department of Clinical PharmacologyClinical pharmacology trainingNot disclosedScientific training; translational pharmacology background

External Roles

OrganizationRoleTenureCommittees/Impact
PJSC PharmsynthezExecutive Chairman; directorSince 2005Strategic oversight; Pharmsynthez is an XBIO shareholder and counterparty to co-development/licensing
Santersus AG (Swiss private medical device co.)Founder and Board memberNot disclosedDeveloping NETs apheresis therapies; network ties into XBIO scientific domain
CLS Therapeutics Inc.Board memberNot disclosedCLS is a >5% XBIO stockholder via CLS entities; shared voting/dispositive power with Genkin
Peri-Ness Ltd.Board member; significant shareholderNot disclosedXBIO clinical trial services agreement (~$0.3M in 4Q24); majority shareholder/director is fellow XBIO director Moshe Mizrahy

Board Governance

  • Board Chair: Dmitry Genkin (separate from CEO), with CEO not on Board (Interim CEO is James Parslow) .
  • Independence: Board determined Genkin is not independent; he and Moshe Mizrahy were not independent in 2024 in connection with Peri-Ness arrangements .
  • Committee memberships: None; current standing committees exclude Genkin (Audit: Dastoor-chair, Borisenko, Vinogradov; Compensation: Dastoor-chair, Vinogradov; Nominating: Kornberg-chair, Dastoor) .
  • Attendance: Board met 8 times in 2024; all current members attended ≥75% except Dr. Kornberg (52%). Genkin met the ≥75% threshold .
  • Anti-hedging/pledging: Company prohibits hedging/pledging; all directors/officers in compliance; no pledged securities as of proxy date .

Fixed Compensation

Component2024 AmountNotes
Director fees (cash retainer)$0Genkin did not receive director fees; standard retainer is $43,000 for independent directors
Option awards (grant-date fair value)$0Genkin received no director option grant in 2024
Committee chair/member fees$0No committee roles; none paid
Meeting feesNot disclosedNot disclosed by XBIO

Standard director compensation policy (for independent non-employee directors): $43,000 annual retainer; option to acquire 2,500 shares upon appointment and 2,500 annually at the shareholder meeting; Genkin excluded due to non-independence .

Performance Compensation

InstrumentGrant DateShares/UnitsFair Value ($)Vesting Schedule
Stock options (Director grants)N/A0$0N/A — Genkin did not receive director equity in 2024
  • Performance metrics tied to director compensation: Not disclosed; director pay is retainer plus annual option grants for independent directors; Genkin received none due to non-independence .

Other Directorships & Interlocks

CounterpartyRelationship to XBIOInterlock/Conflict Details
PJSC Pharmsynthez (incl. SynBio)Shareholder; licensing/co-development counterpartyGenkin is Executive Chairman; Pharmsynthez holds ~1.5M Series B Preferred and ~3% common; historical co-development/license agreements; prior secured loan repaid May 2023
CLS Therapeutics Ltd/LLC>5% XBIO stockholderGenkin has shared voting/dispositive power over 147,500 shares via CLS entities; he is also a board member of CLS Therapeutics Inc.
Peri-Ness Ltd.Clinical services vendorXBIO signed ~$0.3M clinical services agreement in 4Q24; Genkin is a significant shareholder; Mizrahy (XBIO director) majority shareholder/director — independence impact disclosed

Expertise & Qualifications

  • Medical and scientific expertise in drug delivery and clinical pharmacology from leading institutions (University of London; Karolinska Hospital) .
  • IP generation track record: inventor on 20+ patents/applications in NETosis and cell-free DNA therapeutics .
  • International biotech leadership: Executive Chairman at Pharmsynthez since 2005; founder/director roles in multiple biotech/device companies .

Equity Ownership

HolderShares Beneficially OwnedOwnership (%)Breakdown
Dmitry Genkin215,9649.5%Sole voting/dispositive power: 68,464; Shared voting/dispositive power: 147,500 via CLS entities
Shares pledged as collateral0N/ACompany policy prohibits pledging; none pledged by directors/officers

Related-Party Transactions and Contracts

EntityAgreementDate/PeriodAmountTerms/Notes
Peri-Ness Ltd.Clinical trial services agreement4Q 2024~$0.3MPeri-Ness to advance systemic DNase I program in Israeli centers; Genkin significant shareholder; Mizrahy majority shareholder/director
Dmitry Genkin (Consulting)Consulting Agreement (DNase-based oncology program)Effective Jan 1, 2025~$0.3M paid in 9M ended Sep 30, 2025; ~$30K in current liabilities at Sep 30, 2025Genkin does not receive Board fees; consulting compensation disclosed separately
PJSC PharmsynthezCo-development and licensing arrangementsOngoing; initial 2009/2011; assignment in 2021N/ALicensing of PolyXen/ImuXen; no revenue recognized in 2023–2024; Pharmsynthez ownership positions in XBIO noted

Insider Filings & Compliance

ItemStatusNotes
Section 16 Form 3 (initial)Not yet filed (as of FY 2024)Company disclosed Genkin had not filed Form 3 since election to Board
Anti-hedging/pledging complianceIn complianceCompany policy prohibits hedging/pledging; directors/officers in compliance; no pledges

Governance Assessment

  • Board leadership and engagement: As non-independent Board Chair, Genkin separates CEO and Chair roles, potentially strengthening oversight; he met ≥75% attendance in 2024, indicating engagement .
  • Independence concerns (RED FLAG): Genkin is not independent; material related-party exposure via Peri-Ness ($0.3M services) and paid consulting by XBIO in 2025 ($0.3M), plus significant equity ownership and interlocks (CLS, Pharmsynthez) — cumulative risks to perceived board independence and potential conflicts of interest .
  • Compensation alignment: Genkin receives no director retainer or equity grants due to non-independence, but consulting payments create pay-for-influence optics risk; absence of performance-based metrics tied to his compensation .
  • Ownership alignment: High beneficial ownership (9.5%) aligns incentives with shareholders; no pledging per policy — mitigates some alignment risks .
  • Compliance risk (RED FLAG): Section 16 Form 3 not filed post-election noted by company — raises compliance diligence questions .
  • Committee roles: No standing committee assignments; core committees are composed of independent directors (Audit/Comp/Nominating), which partially mitigates independence risk at committee level .

Overall, while Genkin brings deep scientific and industry expertise and meaningful ownership alignment, his non-independence, consulting payments, and multiple related-party ties represent governance red flags that may weigh on investor confidence; continued transparency, robust recusal practices, and independent committee oversight are critical mitigants .