Grigory Borisenko
Xenetic BiosciencesAbout Grigory Borisenko
Independent director of Xenetic Biosciences (XBIO) since 2019; age 56. PhD scientist with 25+ years in life sciences spanning academia, venture investing, and advisory; independent consultant since April 2022. Prior academic appointments at the University of Pittsburgh; M.S. and Ph.D. from Pirogov State Medical University; co-authored 50+ peer‑reviewed publications. Board views his biotechnology and investing background as key qualifications.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eastern European VC/PE management fund | Investment Director specializing in life sciences | Prior to Apr 2022 (10+ years focus in life sciences) | Investment leadership in biotech projects |
| University of Pittsburgh | Academic appointments; researcher | Prior to investing career | 50+ peer-reviewed publications in biochemistry/cell biology |
| Rusnano LLC (affiliated with PJSC Pharmsynthez) | Employed by Rusnano LLC (role not specified in filing) | Through Mar 31, 2022 | Affiliation noted in related-party footnote |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Independent consultant | Consultant/investment advisor in biotech | Since Apr 2022 | Ongoing advisory work |
| Atea Pharmaceuticals, Inc. | Director (prior service) | Not specified | Part of prior board portfolio |
| Adastra Pharmaceuticals, Inc. | Director (prior service) | Not specified | Part of prior board portfolio |
Board Governance
- Current committees: Audit Committee member; not a chair. Effective Dec 11, 2024, Audit membership includes Firdaus Dastoor (Chair), Grigory Borisenko, and Alexey Vinogradov. Total Audit meetings in FY2024: 7; Compensation: 5; Nominating & Corporate Governance: 4.
- Independence: Board determined Borisenko is independent under Nasdaq rules; all Audit, Compensation, and Nominating members were independent during their FY2024 service.
- Attendance: Board met eight times in FY2024; all current members attended 75%+ of Board and committee meetings except Dr. Kornberg (52%).
- Anti-hedging/pledging: Company prohibits hedging and pledging absent Audit Committee pre-approval; as of the proxy, all directors/officers were in compliance and no securities were pledged.
- Board size and tenure context: Serving since 2019; Board currently six directors; one-year terms.
Fixed Compensation
Company policy for non-employee directors and Borisenko’s FY2024 compensation:
| Item | Amount |
|---|---|
| Annual cash retainer | $43,000 |
| Committee/Chair fees | Not disclosed (none specified beyond standard retainer) |
| Meeting fees | Not disclosed (none specified) |
Director compensation received in FY2024:
| Director | Cash Fees ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| Grigory Borisenko | 43,000 | – | 8,721 | – | 51,721 |
Company policy: upon initial appointment, an option to acquire 2,500 shares; annually thereafter, an option to acquire 2,500 shares on the date of the annual meeting.
Performance Compensation
- Award vehicle: Stock options (no performance-vesting metrics disclosed for directors; awards are options with grant-date fair value).
- FY2024 option grant (valuation): Option award fair value for Borisenko: $8,721.
- Outstanding director option awards (as of Dec 31, 2024): Borisenko 7,500 options outstanding.
No performance metrics (e.g., revenue/TSR targets) are disclosed for director equity; vesting schedules for director options were not specified in the proxy.
Other Directorships & Interlocks
| Entity | Type | Relationship/Role | Potential Interlock/Notes |
|---|---|---|---|
| PJSC Pharmsynthez | Related-party ecosystem | Two current XBIO directors serve on Pharmsynthez board (Genkin as Executive Chairman; Vinogradov director); Borisenko employed by Rusnano (affiliated entity) through Mar 31, 2022 | Related-party network around Pharmsynthez disclosed; Board nonetheless determined Borisenko is independent. |
| PeriNess Technologies Ltd. | Related-party transaction | XBIO clinical trial services agreement (~$0.3m) in 4Q 2024; Genkin significant shareholder; Mizrahy majority shareholder/director | Highlights related-party oversight needs; not tied to Borisenko personally. |
| Atea Pharmaceuticals, Inc. | Public biopharma | Prior board service by Borisenko | Historical external governance experience. |
| Adastra Pharmaceuticals, Inc. | Biopharma | Prior board service by Borisenko | Historical external governance experience. |
Expertise & Qualifications
- Life sciences/biotech investing and strategy (25+ years), including Investment Director in VC/PE and board roles in biotech.
- Scientific credentials: M.S. and Ph.D. (Pirogov State Medical University), postdoctoral training at University of Pittsburgh; 50+ peer-reviewed publications.
- Audit Committee experience at XBIO (member, effective Dec 11, 2024).
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Percent Outstanding | Composition / Notes |
|---|---|---|---|
| Grigory Borisenko | 7,500 | <1% (*) | Entirely options exercisable within 60 days of Oct 15, 2025 |
| Anti-hedging/pledging | – | – | Company policy prohibits hedging/pledging absent approval; no pledges by officers/directors as of proxy date. |
Governance Assessment
-
Strengths
- Independence affirmed by the Board; serves on the Audit Committee with all members meeting Nasdaq independence requirements.
- Attendance met or exceeded the 75% threshold across Board/committee meetings in FY2024 (only Kornberg below threshold).
- Modest, plain-vanilla director pay structure (cash retainer + annual option grant), with transparent disclosure of amounts.
- Anti-hedging/pledging policy in force; no pledging by insiders reported.
-
Watch items / potential conflicts
- Historical affiliation with Rusnano (entity affiliated with Pharmsynthez), while two current XBIO directors hold leadership roles at Pharmsynthez; underscores importance of continued related‑party oversight and recusal discipline.
- Broader board related-party exposure via PeriNess (Genkin and Mizrahy interests) and consulting payments to Genkin in 2025; while not involving Borisenko, such dynamics can affect board optics and require strict Audit Committee controls.
Overall: Borisenko presents as an independent, technically strong audit committee member with acceptable attendance and a straightforward director pay mix; historical ties to a related-party affiliate are disclosed and should be monitored within XBIO’s related-party policy framework.