CHARLES CHERINGTON - Corporate Board Profile

Eterna Therapeutics Inc.

Filing Date	Source Excerpt
2021-07-01	Charles Cherington Age: 57 Board Service · Tenure: Since March 2021 · Chair of the Board · Committees: ○ Audit ○ Compensation ○ Nominating and Corporate Governance INDEPENDENT
2022-04-26	Charles Cherington, Chairman, has served on our Board of Directors since March 2021. Prior to that, Mr. Cherington served on our board of managers from 2018 through 2021. Mr. Cherington is a Co-Founder and Managing Partner of Ara Partners, a global private equity firm focused on industrial decarbonization investments founded in 2017. Previously, Mr. Cherington co-founded and served as Managing Partner of Intervale Capital, a middle-market private equity firm focused on investments in energy and infrastructure sectors, from 2006 to 2017. Mr. Cherington was Founder and Sole Partner of Cherington Capital, a private equity firm, from 2002 to 2006. In 1999, Mr. Cherington co-founded Paratus Capital Management, LLC, a venture capital firm, where he served as Partner until 2004. Prior to 1999, Mr. Cherington served in various positions with Lochridge & Company, Inc., a business management consulting firm, and as an investment banker for Credit Suisse First Boston. Mr. Cherington received a B.A. in History from Wesleyan University and an M.B.A. from the University of Chicago. Mr. Cherington’s qualifications to serve on our Board of Directors include his extensive experience and senior management roles in companies in the life sciences and private equity industries, and his business training and education. Our Audit Committee consists of Charles Cherington, Erin S. Enright, Dennis Langer and Heather B. Redman, with Ms. Enright serving as the chair. Our Audit Committee meets the requirements for independence of Audit Committee members under applicable Nasdaq and SEC rules, including Rule 10A-3 promulgated under the Exchange Act. All of the members of our Audit Committee meet the requirements for financial literacy under the applicable rules and regulations of the SEC and Nasdaq. In addition, Ms. Enright qualifies as our “Audit Committee financial expert,” as such term is defined in Item 407 of Regulation S-K. The table below provides current committee membership information and the number of meetings held in 2021: Charles Cherington: Audit Committee member, Compensation Committee member, Nominating and Corporate Governance Committee member. 2021 Director Compensation: $420,393.
2022-08-12	Charles Cherington, Chairman, has served on our Board of Directors since March 2021. Prior to that, Mr. Cherington served on our board of managers from 2018 through 2021. Mr. Cherington is a Co-Founder and Managing Partner of Ara Partners, a global private equity firm focused on industrial decarbonization investments founded in 2017. Previously, Mr. Cherington co-founded and served as Managing Partner of Intervale Capital, a middle-market private equity firm focused on investments in energy and infrastructure sectors, from 2006 to 2017. Mr. Cherington was Founder and Sole Partner of Cherington Capital, a private equity firm, from 2002 to 2006. In 1999, Mr. Cherington co-founded Paratus Capital Management, LLC, a venture capital firm, where he served as Partner until 2004. Prior to 1999, Mr. Cherington served in various positions with Lochridge & Company, Inc., a business management consulting firm, and as an investment banker for Credit Suisse First Boston. Mr. Cherington received a B.A. in History from Wesleyan University and an M.B.A. from the University of Chicago. Mr. Cherington’s qualifications to serve on our Board of Directors include his extensive experience and senior management roles in companies in the life sciences and private equity industries, and his business training and education. Our Audit Committee consists of Charles Cherington, Nicholas J. Singer and William Wexler, with Mr. Wexler serving as the chair. Our Audit Committee meets the requirements for independence of Audit Committee members under applicable Nasdaq and SEC rules, including Rule 10A-3 promulgated under the Exchange Act. All of the members of our Audit Committee meet the requirements for financial literacy under the applicable rules and regulations of the SEC and Nasdaq. In addition, Mr. Singer qualifies as our “Audit Committee financial expert,” as such term is defined in Item 407 of Regulation S-K. Our Compensation Committee consists of Charles Cherington, Nicholas J. Singer and William Wexler, with Mr. Singer serving as the chair. Each member of our Compensation Committee is independent, as defined under the Nasdaq listing rules, which also satisfies Nasdaq’s additional independence standards for Compensation Committee members. Each member of our Compensation Committee is a non-employee director (within the meaning of Rule 16b-3 under the Exchange Act). Our Nominating and Corporate Governance Committee consists of Charles Cherington, Nicholas J. Singer and William Wexler, with Mr. Cherington serving as the chair. Each member of our Nominating and Corporate Governance Committee is independent as defined under the Nasdaq listing rules. On July 6, 2021, the Board approved a new cash retainer compensation program for non-employee directors and, on December 8, 2021, the Compensation Committee approved a new equity compensation program for non-employee directors as described below. As described in the table below, on March 6, 2021, the Compensation Committee approved a compensation program for non-employee directors: ... Charles Cherington ... Annual Board Member Compensation ... Board Chair: $70,000 ... Committee Member Retainers ... Audit Committee: $7,500 ... Compensation Committee: $5,000 ... Nominating/Governance Committee: $4,000 ... Leadership Supplemental Retainer ... Audit Committee Chair: $15,000 ... Compensation Committee Chair: $10,000 ... Nominating/Governance Committee Chair: $8,000 ... 2021 Director Compensation ... Charles Cherington ... Fees Earned or Paid in Cash ($): 65,973 ... Option awards ($): 354,420 ... Total ($): 420,393
2023-05-05	Charles Cherington Chairman, has served on our Board of Directors since March 2021. ...Our Audit Committee consists of William Wexler (Chair), Charles Cherington and Nicholas J. Singer. ...Our Compensation Committee consists of Nicholas J. Singer, Charles Cherington and William Wexler. ...Our Nominating and Corporate Governance Committee consists of Charles Cherington, Nicholas J. Singer and William Wexler, with Mr. Cherington serving as the chair. ...2022 Director Compensation ...Charles Cherington Fees Earned or Paid in Cash ($): 21,661 Option awards ($): 134,516 Total ($): 156,177