Transgene’s Combined General Meeting of May 25, 2022

Transgene’s Combined General Meeting of May 25, 2022

Strasbourg, France, May 25, 2022, 05:45 p.m. CEST – The Combined Ordinary and Extraordinary General Meeting of Transgene’s shareholders was held today (May 25, 2022) at 10:00 a.m. at the Company’s headquarters (400 boulevard Gonthier d’Andernach – Parc d’Innovation – 67400 Illkirch-Graffenstaden, France).

The meeting was chaired by Hedi Ben Brahim, CEO, to approve the Company’s financial statements for the year ended December 31, 2021, and to vote on the other resolutions submitted for approval.

The replay of the Combined General Meeting is available via Transgene’s website and here. 

The Combined General Meeting adopted all resolutions recommended by the Board of Directors, including notably:

-            Appointment of three new Directors:

o    Dr. Alessandro Riva, MD, and Prof. Jean-Yves Blay, MD, PhD, as independent Directors, and

o    Laurence Espinasse as non-independent Director;

-            Renewal of the following Board Members mandates: Hedi Ben Brahim and Jean-Luc Bélingard as non-independent Directors;

-            Appointment of a new Statutory Auditor, KPMG and renewal of Grant Thornton.

Following the Combined General Meeting, the Board of Directors agreed on the following:

-            Separation of the roles of Chairman and Chief Executive Officer, appointing Dr. Alessandro Riva, MD, as independent Chairman of the Board, alongside Hedi Ben Brahim who continues as Chief Executive Officer;

-            Establishment of an Environmental, Social and Governance (ESG) committee comprised of Sandrine Flory (committee Chair), Marie Landel and Hedi Ben Brahim. This new committee aims to enhance the Company’s ESG performance and reinforce sustainability in the Company’s strategy.

Hedi Ben Brahim, Transgene’s CEO, commented: “I’m pleased that the separation of the roles of Chairman and CEO, leading to the appointment of Dr. Riva as independent Chairman, has been approved. I’m convinced that this evolution will strengthen our corporate governance and will be a key further step to accelerate the development of new solutions for cancer patients. In addition, I’m proud to announce the establishment of an ESG committee which further demonstrates our commitment to advance the Environmental, Social and Governance aspects of our business. In today’s world, we need to make sure that we continually improve our ESG commitment. By interacting with Transgene’s in-house ESG working group, this Board committee will support our sustainable and long-term strategy, reaffirming our commitment to creating sustainable value for all our stakeholders.”

Dr. Alessandro Riva, Transgene’s Chairman, added: “I’m delighted to be joining Transgene, an increasingly important player in the oncology space as the Company prepares for the next key steps in its evolution. Internationalization is key in this sector, and I will be particularly keen to work with our teams to reinforce the synergies between our activities in Europe and in the USA, whether they are strategic, operational, or cultural.”

Transgene’s Board of Directors is now comprised of the following members:

• Dr. Alessandro Riva, Chairman (independent);
• Hedi Ben Brahim, CEO;
• Alain Mérieux, Honorary Chairman;
• Philippe Archinard, Director;
• Jean-Luc Bélingard, Director;
• Prof. Jean-Yves Blay, independent Director;
• Laurence Espinasse, Director;
• Sandrine Flory, Director (TSGH representative);
• Benoît Habert, independent Director;
• Marie Landel, independent Director;
• Maya Saïd, independent Director.

Prof. Jean-Yves Blay’s ability to pursue his mandate is dependent on the authorization of the public authority to which he reports. 

Detailed voting results are available on Transgene’s website, under the heading Investors > General Meeting.

Dr. Alessandro Riva, MD, independent Director and non-executive Chairman

Dr. Riva has nearly 30 years’ experience in the Life Sciences industry and is currently CEO of Intima Bioscience which specializes in cell therapies for solid cancers. Prior to this role, he served as CEO of Ichnos Sciences and Executive Vice President (EVP), Global Head of Oncology Therapeutics and Cell & Gene Therapy at Gilead Sciences, where he was instrumental in the acquisition of Kite Pharma and led its integration and growth. He also managed the US and EU approvals of Yescarta, the first approved CAR-T cell therapy for adult patients with diffuse large B cell lymphoma. Prior to Gilead, Dr. Riva was EVP, Global Head of Oncology Development and Medical Affairs at Novartis Pharmaceuticals. He was President ad interim of Novartis Oncology during the acquisition of GSK Oncology. Dr. Riva currently serves on the Boards of Beigene and Century Therapeutics. He received his bachelor’s degree in medicine and surgery from the University of Milan and a certificate board in oncology and hematology from the same institution.

Prof. Jean-Yves Blay, MD, PhD, independent Director 

Jean-Yves Blay is Professor of Medical Oncology and has been General Director of the Léon Bérard Center in Lyon since 2014. He holds a PhD obtained in 1994 from the Claude Bernard University in Lyon and has been authorized to supervise research since 1996. He currently leads the LYriCAN project (integrated cancer research) at the French National Cancer Institute. Former president of the European Organization for Research and Treatment of Cancer, Prof. Jean‑Yves Blay is currently director of the NETSARC network accredited by the French National Cancer Institute and president of the French Sarcoma Group. At international level, he is a faculty member of the ESMO (European Society of Medical Oncology) and the SPH (Scientific Panel for Health).  He has led the European Commission's Conticanet network and is currently leading the Eurosarc FP7 project. Author of more than 500 international publications, Prof. Jean-Yves Blay advises various national and international research organizations and institutions. His work has been rewarded by several prizes including that of the French National Academy of Medicine, which he joined as a corresponding member in 2014.

Laurence Espinasse, Director

Laurence Espinasse has been the Legal Director of Institut Mérieux since 2021. She practiced as a lawyer for more than 15 years in the law firm MDL, of which she was a partner. Laurence Espinasse also practiced at Ernst & Young where she was involved in complex legal transactions, such as M&A and Restructuring, and was appointed Mission Director from 2012 to 2013. Laurence Espinasse obtained her Professional Lawyer’s Certificate (Business Law) at the École des avocats Centre Sud (Montpellier, France).