Gary J. Bridger
X4 PharmaceuticalsAbout Gary J. Bridger
Gary J. Bridger, Ph.D., age 62, is a Class III independent director of X4 Pharmaceuticals and has served on the Board since October 2018, continuing post the March 2019 Arsanis-X4 merger. He holds a Ph.D. in Organic Chemistry from the University of Manchester Institute of Science and Technology, co-founded AnorMED Inc., and has held senior R&D roles at Genzyme and Xenon Pharmaceuticals, bringing deep drug development and biotech governance experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AnorMED Inc. | Co‑founder; VP R&D and CSO | Co‑founded 1996; VP R&D/CSO 2000–Nov 2006 | Built R&D platform; company acquired by Genzyme |
| Genzyme Corporation | SVP, R&D | Nov 2006–Dec 2007 | Senior R&D leadership at leading biotech |
| Venture West Capital Management | Venture Partner | Jun 2010–Jun 2012 | Biotech investment perspective |
| Five Corners Capital Inc. | Managing Director | Oct 2013–Oct 2015 | Strategic leadership in life sciences investing |
| Xenon Pharmaceuticals Inc. | EVP, R&D; Consultant | EVP Jan 2013–Feb 2015; Consultant Feb 2015–Dec 2017 | Translational R&D execution |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Liminal BioSciences Inc. | Director | May 2019–Sep 2023 | Biotechnology company |
| Alder BioPharmaceuticals, Inc. | Director | 2013–2016 | Biopharma board experience |
| Aquinox Pharmaceuticals Inc. | Director | 2015–2019 | Pharmaceuticals board experience |
| Expansion Therapeutics | Director | Current | Board role (company type not specified in proxy) |
| Alectos Therapeutics Inc. | Scientific Advisory Board | Current | Scientific advisor, biopharma company |
Board Governance
- Independence: Board affirmatively determined Bridger is independent under Nasdaq standards .
- Board class/tenure: Class III director continuing in office until the 2026 annual meeting .
- Committee assignments: Current committee rosters list Audit (McGirr chair, Lawton, Wyzga; Woods to replace Lawton post‑meeting), Compensation (Stewart chair, de Craecker, Wyzga), and Nominating & Governance (Aliski chair, McGirr, Wyzga; reducing to McGirr and Wyzga with Wyzga as chair). Bridger is not listed on these committees in the current composition .
- Attendance: Board met 5 times in 2024; each incumbent director attended at least 75% of Board and committee meetings for which they served. All then‑serving directors attended the 2024 annual meeting .
- Board leadership: Independent Chairman (Michael Wyzga) provides separation from CEO and shapes agenda/materials .
Fixed Compensation
| Component | Amount | Period/Terms |
|---|---|---|
| Fees Earned or Paid in Cash | $58,000 | FY 2024 director cash compensation |
| Director Cash Retainer Policy (effective Feb 13, 2024) | Board member $40,000; Chair $75,000; Audit member $10,000; Audit chair $20,000; Compensation member $6,000; Compensation chair $12,000; Nominating member $5,000; Nominating chair $10,000 | Increase approved Feb 13, 2024; equity terms unchanged |
| Prior Retainer Policy (Jan 1–Feb 12, 2024) | Board member $35,000; Non‑exec Chair +$40,000; Audit member $7,500; Audit chair $15,000; Compensation member $5,000; Compensation chair $10,000; Nominating member $4,000; Nominating chair $8,000 | Paid quarterly in arrears; reimbursement of reasonable expenses |
Performance Compensation
| Equity Component | Grant/Value | Vesting | Change-in-Control Treatment |
|---|---|---|---|
| Stock Awards (RSUs) – 2024 | $46,800 (grant-date fair value) | Per policy; accounting per ASC 718 | RSU accounting value; does not equal realized value |
| Annual RSU grant (policy) | 45,000 RSUs (for directors serving ≥6 months) | Vest in full on first anniversary (or next annual meeting) | 100% vesting acceleration upon change in control |
| Initial RSU grant (policy) | 90,000 RSUs (new directors) | Vest in equal annual installments over 3 years | 100% vesting acceleration upon change in control |
| Option awards (consulting) | Option to purchase 30,000 shares (consulting agreement) | As per consulting grant; agreement period Sep 17, 2020–Jan 1, 2023 | Consulting agreement terminated Jan 2023 |
No director performance metrics (TSR, revenue, EBITDA, ESG) are disclosed for director equity; director RSUs are time‑based per policy .
Other Directorships & Interlocks
| Company | Type | Role | Overlap/Interlock Risk |
|---|---|---|---|
| Liminal BioSciences Inc. | Biotechnology | Director (2019–2023) | No related-party transactions disclosed with X4 |
| Alder BioPharmaceuticals, Inc. | Biopharma | Director (2013–2016) | No related-party transactions disclosed with X4 |
| Aquinox Pharmaceuticals Inc. | Pharmaceuticals | Director (2015–2019) | No related-party transactions disclosed with X4 |
| Expansion Therapeutics | Biotech (implicit) | Director (current) | Not identified as related party in proxy |
| Alectos Therapeutics Inc. | Biopharma | Scientific Advisory Board (current) | Not identified as related party in proxy |
Expertise & Qualifications
- Ph.D. in Organic Chemistry; extensive R&D leadership and company‑building experience (AnorMED co‑founder; Genzyme SVP R&D; Xenon EVP R&D) .
- Governance breadth across multiple biotech boards and scientific advisory roles .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Basis/Date |
|---|---|---|---|
| Gary J. Bridger, Ph.D. | 164,518 | <1% | As of March 31, 2025; 173,662,376 shares outstanding |
| Options outstanding (Dec 31, 2024) | 67,851 | n/a | Aggregate options held by Bridger as of year‑end 2024 |
| RSUs outstanding (Dec 31, 2024) | 45,000 | n/a | Aggregate RSUs held by Bridger as of year‑end 2024 |
- Insider trading policy prohibits hedging, short selling, derivative trading, margin purchases, and pledging of shares as collateral; supports alignment and risk control .
Governance Assessment
- Independence and attendance: Bridger is independent under Nasdaq rules and met the ≥75% attendance threshold; attended the 2024 annual meeting, supporting baseline governance effectiveness .
- Committee engagement: Not listed on Audit, Compensation, or Nominating committees in current configuration, which limits direct oversight duties relative to peers serving on committees .
- Pay mix and alignment: 2024 mix of $58,000 cash and $46,800 equity; outstanding RSUs (45,000) and options (67,851) indicate equity exposure, though beneficial ownership is <1% of outstanding shares .
- Related‑party exposure (historical): Independent contractor agreement (Sep 2020–Jan 2023) at $30,000/month plus 30,000‑share option; terminated in Jan 2023 and no consulting fees in 2023–2024. This historical tie is mitigated by termination and current independence status .
- Policy safeguards: Prohibition on hedging/pledging and presence of compensation recovery (clawback) policy administered by the Compensation Committee strengthen investor protections .
Red Flags
- Historical consulting relationship and option grant during service period (terminated) — monitor for any future re‑engagements or transactions .
- Not presently on standing Board committees — may reduce direct oversight participation versus peers .