Greg Keenan
About Greg Keenan
Greg Keenan, M.D., age 64, has served as Aurinia’s Chief Medical Officer since February 2023 . He holds an M.D. from Albany Medical College and a B.A. from Colby College, with academic fellowships in pediatric and adult rheumatology at the University of Pennsylvania; earlier roles include clinical development and medical leadership at ValenzaBio (CMO), Avrobio (SVP/Global Head of Medical & Drug Safety), AstraZeneca/MedImmune, Human Genome Sciences, and Centocor/J&J . Company performance context during his tenure includes 2024 LUPKYNIS net product sales of $216.2M, up 36% year-over-year, and Q4 2024 sales of $57.6M, up 36% YoY, amid a broader 2025 redesign of equity incentives to emphasize performance awards and stock options aligned to share price appreciation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ValenzaBio, Inc. | Chief Medical Officer | — | Early-stage biotech CMO, biologics for autoimmune/inflammatory diseases |
| Avrobio, Inc. | SVP, Global Head of Medical & Drug Safety | — | Gene therapy leadership; global medical/drug safety oversight |
| AstraZeneca PLC / MedImmune, LLC | VP U.S. Medical Affairs & Head Medical Officer | — | U.S. medical affairs leadership post-MedImmune acquisition |
| Human Genome Sciences Inc. | Senior medical roles | — | Increasing responsibility in medical/scientific leadership |
| Centocor, Inc. (now J&J Innovative Medicine) | Senior medical roles | — | Medical leadership supporting biologics portfolio |
| University of Pennsylvania (HUP & CHOP) | Rheumatologist (academic appointments) | — | Academic practice; fellowships in pediatric/adult rheumatology |
External Roles
- No public-company directorships or external board roles disclosed for Dr. Keenan in the 2025 proxy .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Salary ($) | $400,232 | $495,187 |
| Target Bonus % of Base | 45% | 45% |
| Target Bonus ($) | Not disclosed | $222,834 |
| Actual Annual Bonus Paid ($) | $218,706 | $278,543 |
Notes:
- For 2024, corporate achievement was rated at 125%, with non-CEO NEOs weighted 80% corporate / 20% individual .
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus (2024) | Corporate objectives (Board/Compensation Committee), plus individual goals | 80% corporate / 20% individual | 45% of base ($222,834) | Paid $278,543 (125% of target) | Cash (no vesting) |
| RSUs (Grant 1/30/2024) | Time-based | — | 68,242 units; grant date FV $547,983 | N/A | Vests 1/3 annually on 1st, 2nd, 3rd anniversary (i.e., 1/30/2025, 1/30/2026, 1/30/2027) |
| Performance Awards (2024) | Revenue-based metrics (company-wide) | — | Not granted to Keenan (—) | N/A | Company PA awards vest in two tranches (12/31/2025 and 12/31/2026) when applicable |
| Stock Options (Grant 3/6/2023) | Share price appreciation | — | 82, - strike $8.99; 47,828 exercisable/34,162 unexercisable at 12/31/2024 | N/A | 33.333% vests at 12-month anniversary, remainder monthly over next two years |
Program design evolution:
- 2025 equity program redesigned for all employees: 50% performance awards vesting in four tranches upon achieving share price targets (with one-year retention per tranche), and 50% stock options—both only have value if Aurinia’s share price appreciates .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total Beneficial Ownership (Shares) | 72,001 shares (<1% of outstanding) |
| Options Exercisable (12/31/2024) | 47,828 @ $8.99 (grant 3/6/2023; expiry 3/6/2033) |
| Options Unexercisable (12/31/2024) | 34,162 @ $8.99 (grant 3/6/2023; expiry 3/6/2033) |
| Unvested RSUs (Grant 3/6/2023) | 33,374; market value $299,699 as of 12/31/2024 |
| Unvested RSUs (Grant 1/30/2024) | 68,242; market value $612,813 as of 12/31/2024 |
| Stock Ownership Guideline | Section 16 Officers: 1x base salary; compliance within 5 years; retain 50% of after-tax shares until met |
| Hedging/Pledging Policy | Hedging prohibited; pledging/margin accounts prohibited |
Notes:
- RSUs vest in three equal annual installments on each grant’s anniversary .
- Individual compliance status vs ownership guideline not disclosed .
Employment Terms
| Term | Detail |
|---|---|
| Employment Start Date | February 27, 2023 |
| Employment Agreement | No written employment agreement; covered by Company policies and arrangements |
| Target Bonus | 45% of base salary |
| Vacation | 20 business days per year |
| Restrictive Covenants | Non-competition, non-solicitation, non-disclosure, IP assignment |
| Severance (No Cause, non-CIC) | Lump sum equal to 52 weeks’ salary (Company discretion); not eligible for extended health coverage |
| Change-in-Control (CIC) | On termination without cause or resignation for good reason in connection with CIC: cash $495,187; vesting acceleration value $912,512; total $1,407,699 (based on $8.98 closing price on 12/31/2024) |
| Clawback | Updated policy adopted Nov 22, 2023 to comply with SEC/Dodd-Frank; SOX 304 applicable for CEO/CFO |
Multi-Year Compensation Summary
| Metric | 2023 | 2024 |
|---|---|---|
| Salary ($) | $400,232 | $495,187 |
| Stock Awards ($) | $450,039 | $547,983 |
| Option Awards ($) | $453,710 | — |
| Non-Equity Incentive Plan ($) | $218,706 | $278,543 |
| All Other Compensation ($) | $9,010 | $5,384 |
| Total ($) | $1,531,697 | $1,327,097 |
Additional Program Governance
- Compensation philosophy and mechanics emphasize market alignment at ~50th percentile, significant at-risk pay, and variable bonus tied to corporate/individual goals; Willis Towers Watson (WTW) advises Compensation Committee .
- 2024 base salary (annualized) for Keenan: $495,187; 2023 annualized base $475,000 (reflects first employed Feb 27, 2023) .
- 2024 corporate achievements rated 125%; bonuses may exceed corporate achievement based on individual metrics .
Say-on-Pay & Shareholder Feedback
- Aurinia undertook extensive outreach after 2024 say-on-pay, engaging holders of ~25.8% of shares; actions included discontinuing time-vested-only RSUs in 2025 and shifting equity to performance awards/options, reducing board size, and governance enhancements .
- 2025 advisory vote on executive compensation presented to shareholders (Section 14A) .
Investment Implications
- Alignment: Keenan’s 2024 equity was entirely time-based RSUs (no 2024 performance awards), while 2025 program shifts to performance awards and options that only pay with share price appreciation—improving alignment going forward but 2024 mix indicates lower performance linkage for Keenan vs peers who received PAs .
- Vesting/Selling Pressure: RSUs from 3/6/2023 and 1/30/2024 vest annually over three years; upcoming anniversaries can create predictable liquidity windows. Options from 3/6/2023 continue to vest monthly after the first-year cliff, potentially adding incremental sell/exercise cadence .
- Retention Risk: No formal employment agreement and severance at Company discretion (non-CIC) may reduce guaranteed protections versus peers; CIC protections are moderate with double-trigger language and accelerated vesting value (~$0.9M as of 12/31/2024), supporting retention through a potential transaction .
- Governance Safeguards: Hedging and pledging prohibitions, ownership guidelines (1x salary; 50% post-tax retention), and updated clawback discipline reduce misalignment risk and enhance pay-for-performance enforcement .
TSR note: Company-level TSR during Keenan’s tenure is not disclosed here; proxy provides operational sales growth context but not TSR figures .