Katey Owen
Adaptive BiotechnologiesAbout Katey Owen, PhD
Independent Class I director at Adaptive Biotechnologies (ADPT) since March 2021; age 56 as of April 15, 2025 . Background spans vaccine R&D, manufacturing scale-up, and global health program leadership; PhD in Molecular Virology and BS in Genetic Biology (Purdue University) . Board-designated independent director; the board has determined all directors other than the CEO are independent under Nasdaq/SEC rules . Core credentials highlight therapeutics/drug discovery R&D expertise and strategic insights into commercialization and manufacturing at scale .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Merck & Co. | Executive Director, Merck Vaccines; Senior Director, Merck Manufacturing Division; Director, Merck Research Laboratories | Not disclosed | Experience in vaccine development, manufacturing, and research; strategic insights into commercialization and manufacturing at scale |
External Roles
| Organization | Role | Tenure | Scope/Impact |
|---|---|---|---|
| Bill & Melinda Gates Foundation | Director, Neglected Tropical Diseases | Since 2017 | End-to-end responsibility for portfolio aimed at eliminating NTDs globally |
| Bill & Melinda Gates Foundation | Director, Vaccine Development | Assumed Nov 2022 | Target selection, development, commercialization across 100+ vaccine candidates |
| Bill & Melinda Gates Foundation | Deputy Director, Vaccine Development | Since 2013 | Leadership in vaccine R&D strategy and execution |
| Gates–Pharma Global Health Roundtable | Facilitates pharma interactions with Gates Foundation | Recent responsibility | Coordinates industry engagement for global health initiatives |
| GHIT Fund | Board Observer | Current | Oversight participation in global health innovation funding |
| The End Fund | Board Observer | Current | Engagement with NTD eradication initiatives |
Board Governance
- Independence, tenure, and structure: Independent director; Class I term expires at 2026 annual meeting . Board held 10 meetings in 2024; no director attended fewer than 75% of board and committee meetings; directors are expected to attend the annual meeting, and all attended in 2024 .
- Committee assignments: Member, Compensation & Human Capital Committee (meets heightened independence requirements) . Post-2025 annual meeting, will join Audit Committee (meets heightened independence and financial expert criteria) .
- Board leadership: Combined Chair/CEO role; Lead Independent Director (Peter Neupert) presides over executive sessions and serves as liaison to management .
- Skills matrix: Owen cited for therapeutics/drug discovery R&D expertise; strategic commercialization/manufacturing insights .
- Time/other boards policy: Directors generally may serve on ≤5 public company boards; audit committee members ≤3 audit committees; directors must pre-clear additional board commitments—emphasizing time/effort and engagement standards .
Fixed Compensation (Director)
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Paid quarterly; standard for non-employee directors |
| Committee chair fees | N/A | Only chairs receive incremental fees; Owen is not a chair |
| Lead Independent Director fee | N/A | Role held by Neupert ($35,000) |
| Meeting fees | None | Company does not disclose separate meeting fees; reimburses reasonable expenses |
| 2024 cash actually earned (Owen) | $60,000 | Reported fees earned in 2024 |
Performance Compensation (Director Equity)
| Equity Element | Grant Date | Number of Units | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| RSUs (annual) | 2024 | Notional annual grant; Owen reported unvested RSUs 32,439 as of 12/31/24 | $124,999 (2024 RSU value) | Annual director RSUs vest 100% at first anniversary of vesting commencement |
| Stock Options (annual) | 2024 | Option awards fair value basis; Owen held options to purchase 99,204 shares (86,498 vested/exercisable) as of 12/31/24 | $125,001 (2024 option value) | Annual director options vest 1/12 monthly over 12 months; 10-year term typical |
| Initial director equity policy | — | Target $400,000 (50% options/50% RSUs) | Policy level | RSUs: 25% per year over 4 years; Options: 25% at year 1 then monthly thereafter |
| Annual director equity policy | — | Target $250,000 (50% options/50% RSUs) | Policy level | RSUs: 100% at year 1; Options: monthly over 12 months |
No performance-linked director metrics disclosed; director equity is time-based (RSUs, options) rather than PSU- or metric-driven .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Owen |
| Committee roles at other public companies | None disclosed |
| Interlocks/potential conflicts | Serves in senior roles at Gates Foundation and facilitates pharma roundtable; no related-party transactions disclosed with ADPT. Board considers independence and time commitment; audit committee reviews related person transactions |
Expertise & Qualifications
| Attribute | Evidence |
|---|---|
| Scientific expertise (therapeutics/drug discovery, vaccines) | Skills matrix cites R&D expertise; Gates Foundation vaccine leadership |
| Commercialization/manufacturing at scale | Board skills description; Merck manufacturing leadership roles |
| Global health strategy | Director roles at Gates Foundation; board observer at GHIT and The End Fund |
| Education | PhD Molecular Virology; BS Genetic Biology (Purdue) |
Equity Ownership (Skin-in-the-Game)
| Metric | Value | As-of Date |
|---|---|---|
| Total beneficial ownership (shares) | 160,393 | April 1, 2025 |
| Options exercisable within 60 days | 103,158 | April 1, 2025 |
| Options held (total); vested/exercisable | 99,204 total; 86,498 vested/exercisable | December 31, 2024 |
| Unvested RSUs | 32,439 | December 31, 2024 |
| Director ownership guidelines | 3x annual cash retainer; counts direct holdings and discounted unvested RSUs | Policy; assessed annually (average 30-day price pre-April) |
| Hedging/pledging policy | Prohibits pledging/hedging; blackout/control procedures under insider trading policy | Audit committee oversight and policy |
Governance Assessment
- Board effectiveness and engagement: Owen is active on the Compensation & Human Capital Committee and slated to join the Audit Committee—strengthening independent oversight and aligning with financial, compliance, and human capital priorities . Attendance standards were met in 2024; board held 10 meetings and maintains regular executive sessions under a strong Lead Independent Director structure .
- Independence and conflicts: Formally independent; no related-party transactions disclosed involving Owen. Company maintains rigorous related-person transaction review via Audit Committee; insider trading policy prohibits hedging/pledging—positive alignment signals .
- Incentives and alignment: Director pay is balanced between cash retainer and equity with time-based vesting; annual equity mix at 50/50 options and RSUs; director ownership guidelines require 3x retainer—supports long-term alignment though no performance-linked director equity metrics are used .
- Potential risk indicators: Owen’s substantial external responsibilities (dual Gates Foundation directorships and pharma roundtable facilitation) elevate time-commitment risk; the board’s bylaws and nomination criteria explicitly address time/effort and limits on outside boards, mitigating risk through governance process . No red flags on attendance, Section 16 compliance, or related-party exposure disclosed for Owen; broader board structure remains staggered with combined Chair/CEO, partially offset by robust Lead Independent Director role .
Say‑on‑pay support (87.1% in most recent vote) and continued use of independent compensation consultants (Semler Brossy; no conflicts) indicate constructive shareholder engagement and compensation governance—contextual positives for overall board credibility .