Stephen Quake
About Stephen Quake
Stephen Quake, D.Phil., was appointed as an independent director of AbCellera on November 10, 2025; he will serve until the next annual meeting and has been appointed to the Audit Committee and the Nominating & Corporate Governance Committee . He is the Lee Otterson Professor of Bioengineering and Professor of Applied Physics at Stanford, formerly a Caltech professor, and has been elected to the National Academies of Sciences, Engineering, Medicine, Inventors, and in 2025 as a Foreign Member of the Royal Society . His scientific record spans 300+ publications (h-index 181) and 80+ patents/applications, with foundational contributions in microfluidics, single-cell analysis, genomics, diagnostics, and non-invasive prenatal testing .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stanford University | Lee Otterson Professor of Bioengineering; Professor of Applied Physics | Ongoing (current) | Led major programs in single-cell and genomics; co-inventor on Stanford IP |
| California Institute of Technology | Thomas & Doris Everhart Professor of Applied Physics and Physics (prior role) | Prior to Stanford (dates not specified) | Advanced single-molecule biophysics and microfluidics |
| Chan Zuckerberg Biohub | Founding Co-President; later President of CZ Biohub Network and Head of Science, Chan Zuckerberg Initiative | Co-President starting 2016; Head of Science until 2025 | Led large-scale science programs; launch budget approx. $600M; delivered whole-organism Single Cell Atlases |
External Roles
| Organization/Entity | Role | Notes |
|---|---|---|
| National Academies (NAS, NAE, NAM, NAI) | Elected member | Broad peer recognition across science, engineering, medicine, and inventors |
| Royal Society | Foreign Member | Elected in 2025 |
| Multiple biotech/tools companies | Co-founder | Cofounded more than a dozen companies in microfluidics, genomics, diagnostics, therapeutics |
Board Governance
- Independence: Board affirmatively determined Quake is independent under NASDAQ rules and the company’s Corporate Governance Guidelines .
- Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee member (chairs not disclosed for Quake) .
- Majority voting policy: Directors failing to receive a majority of “for” votes must tender a resignation for Board consideration; decision disclosed within 90 days via Form 8-K .
- Hedging/derivatives policy: Directors are prohibited from short sales, derivative transactions, or hedging in company securities; pledging requires Board approval where loans exceed 20% of pledged securities .
- 2024 attendance benchmark: Board met 5 times; each director attended ≥75% of Board/committee meetings; committee attendance was 100% in 2024 (Quake joined after 2024) .
Fixed Compensation
Quake will participate in AbCellera’s Non-Employee Director Compensation Policy on the same terms as other directors . Policy details:
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board retainer | $50,000 | Cash; prorated for partial year |
| Lead director or non-executive chair add’l retainer | $30,000 | Cash |
| Audit Committee chair | $20,000 | Cash |
| Audit Committee member (non-chair) | $10,000 | Cash |
| Compensation Committee chair | $15,000 | Cash |
| Compensation Committee member (non-chair) | $7,500 | Cash |
| Nominating & Corporate Governance chair | $10,000 | Cash |
| Nominating & Corporate Governance member (non-chair) | $5,000 | Cash |
Performance Compensation
Director equity awards are time-based (no disclosed performance metrics for directors). Structure:
| Equity Award | Target Grant-Date Fair Value | Vesting | Mechanics/Other |
|---|---|---|---|
| Director Initial Grant | $800,000 | Equal annual installments over 3 years, subject to service | Options, RSUs, or mix; uses 60-trading-day VWAP to size awards; full vesting accelerates upon sale of the company |
| Director Annual Grant | $400,000 | Vests in full on earlier of 1-year anniversary or next annual meeting, subject to service | Options, RSUs, or mix; 60-trading-day VWAP sizing; accelerated vesting upon sale |
No director performance metric framework (e.g., TSR, EBITDA) is disclosed for director grants; awards are time-based .
Other Directorships & Interlocks
| Entity | Relationship | Potential Interlock/Conflict Consideration |
|---|---|---|
| Stanford University ↔ Lineage Biosciences (AbCellera subsidiary) | Stanford licensed patents (S10-112) co-invented in Quake’s lab to Lineage; amended in 2017 in connection with AbCellera’s acquisition of Lineage | Potential perceived conflict if economic interests exist; Company disclosed Quake has no direct/indirect material interest in related-party transactions per Item 404(a) upon appointment |
- Concurrent Board change: Andrew W. Lo, Ph.D., resigned as independent director effective November 10, 2025; he previously served on Audit and Nominating & Corporate Governance Committees .
Expertise & Qualifications
- Technical depth: Foundational contributions in single-molecule biophysics, microfluidics, single-cell analysis, genomics, molecular diagnostics, non-invasive prenatal testing .
- Recognitions: Elected to NAS, NAE, NAM, NAI; Foreign Member of the Royal Society (2025) .
- Scholarly output: 300+ publications (h-index 181) and 80+ patents/patent applications .
- Education: B.S. Physics and M.S. Mathematics (Stanford); D.Phil. Theoretical Physics (Oxford) .
Equity Ownership
- Beneficial ownership: Not disclosed for Quake in the April 1, 2025 principal shareholders table (pre-appointment) .
- Alignment policies: Prohibition on hedging/short sales; pledge restrictions (Board approval required above threshold); director equity grants provide ongoing equity exposure .
Governance Assessment
-
Strengths
- Independent appointment with immediate placement on Audit and Nominating & Corporate Governance Committees, enhancing scientific literacy and governance oversight .
- Exceptional scientific credentials and network likely to bolster oversight of R&D strategy and technology-related risks/opportunities .
- Company policies reduce misalignment risk (hedging ban; majority voting; robust committee charters and independence standards) .
-
Potential Conflicts and RED FLAGS
- Stanford IP licensing to a company acquired by AbCellera (Lineage) involves inventions from Quake’s lab; while the company disclosed no Item 404(a) material interest for Quake at appointment, investors should monitor for any royalty or economic ties that could necessitate recusal on related-party matters .
- Multiple entrepreneurial affiliations can create perceived conflicts if counterparties overlap with AbCellera’s partners/customers; the Audit Committee reviews related-person transactions, but ongoing disclosure and recusals are critical .
-
Compensation and Alignment Signals
- Director pay mix is balanced: modest cash retainers plus significant time-based equity grants ($400k annual; $800k initial), aligning directors with long-term shareholder outcomes; no performance metrics disclosed for directors, so alignment relies on equity exposure and company policies (e.g., hedging ban) .
-
Monitoring Items
- Future proxy disclosures for Quake’s attendance, committee chair roles (if any), actual director equity grants and fair values, and any related-party disclosures tied to Stanford/IP should be reviewed for potential changes and governance implications .
- Post-Lo resignation committee composition and leadership changes (especially NCG chair) should be tracked to assess board effectiveness and independent oversight continuity .