Charles Homcy
BridgeBio PharmaAbout Charles Homcy
Charles Homcy, M.D. is 76 and has served on BridgeBio’s board since November 2018; he is Chairman of Pharmaceuticals (since February 2019) and the Board’s Lead Director (since February 2020), with a long operating/scientific background including CEO of Portola and R&D leadership at Millennium/COR Therapeutics; he holds a B.A. and M.D. from Johns Hopkins University and served as an emeritus trustee from 2013–2024 .
The Board has determined he is not independent under Nasdaq/SEC rules due to his employment relationship , and his biography lists deep biotechnology leadership and academic credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Portola Pharmaceuticals (Nasdaq: PTLA) | Co-founder; President & CEO | 2003–2010 | Built clinical biotech; later served as director (2004–Mar 2019) |
| Millennium Pharmaceuticals (Takeda Oncology) | President of R&D | 2002–2003 (post COR acquisition) | Led R&D integration and programs |
| COR Therapeutics | EVP, R&D; Director | EVP from 1995; Director 1998–2002 | Advanced cardiovascular pipeline; strategic board role |
| American Cyanamid–Lederle (Wyeth-Ayerst) | President, Medical Research Division | Prior to 1995 | Led pharma research division |
| UCSF & SF VA Hospital | Clinical Professor; Attending Physician | 1997–2011 | Academic/clinical leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Third Rock Ventures | Scientific Advisory Board member | Since 2010 | Venture creation/scientific guidance |
| Maze Therapeutics | Director | Current | Biopharma board service |
| Portola Pharmaceuticals | Director | 2004–Mar 2019 | Post-CEO governance role |
| Global Blood Therapeutics (Nasdaq: GBT) | Director | 2012–Jun 2019 | Company acquired by Pfizer |
| Pliant Therapeutics (Nasdaq: PLRX) | Director | 2015–Jun 2022 | Fibrosis-focused biotech |
| Johns Hopkins University | Emeritus Trustee | 2013–2024 | Institutional governance |
Board Governance
- Structure: Classified board (three-year staggered terms); Homcy is a Class III nominee for a term through the annual meeting following FY2027 .
- Leadership: Homcy is Lead Director; Fred Hassan is Lead Independent Director; CEO is separate, which the Board states supports oversight quality .
- Independence: The Board determined Homcy (along with Kumar and McCormick) is not independent under Nasdaq/SEC rules .
- Committee assignments: Current committee rosters do not include Homcy on Audit (Ellis, Dachille, Aguiar, Scott) , Compensation (Daniels, Hassan, Satvat) , or Nominating & Corporate Governance (Satvat, Dachille, Lo, Valantine) .
- Attendance: In 2024 the Board met nine times; all directors then serving attended at least 75% of aggregate Board and committee meetings for which they served . Directors are encouraged to attend annual meetings; nine directors attended in 2024 .
Fixed Compensation
| Component | Amount | Period/Detail |
|---|---|---|
| Employment base salary (Senior Advisor, Chair of Pharmaceuticals) | $500,000/year | Part-time role requiring ≥20% of full-time effort; eligible for employee benefit plans |
| Employment cash paid (2024) | $503,846 | Paid in 2024 for Chair role |
| Company 401(k) match (2024) | $13,800 | Paid in 2024 |
| Director annual cash retainer | $50,000 | Standard outside director retainer; no additional committee/meeting fees |
| Policy limits for non-employee directors | $600,000/year cap; $1,250,000 in first year | Compensation caps under Amended & Restated Plan |
Performance Compensation
| Award/Metric | Value/Terms | Grant Basis | Vesting/Trigger |
|---|---|---|---|
| Annual Non-Statutory Stock Option (Director) | $549,998 option award value for 2024 | Granted on the date of the annual meeting to continuing directors; exercise price = closing price on grant date; 10-year term | Vests in three equal annual installments over three years; full acceleration upon “sale event” under the 2021 Plan |
| RSUs to non-employee directors in 2024 | None | Director program did not grant RSUs to non-employee directors in 2024 | |
| Plan features impacting incentives | No option repricing without shareholder approval; awards subject to company clawback; no tax gross-ups; director pay caps | Amended & Restated Plan summary |
The director equity program is option-heavy and includes acceleration on sale events, which can create short-term alignment incentives; however, clawback provisions and no gross-ups are shareholder-friendly .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Notes |
|---|---|---|
| Maze Therapeutics | Director | No specific related-party exposure disclosed with BridgeBio |
| Portola Pharmaceuticals | Director (former) | No current interlocks; historical role |
| Global Blood Therapeutics | Director (former) | Company acquired; no current interlock |
| Pliant Therapeutics | Director (former) | No current interlock |
Expertise & Qualifications
- Scientific/operational expertise: Former CEO and R&D leader; extensive biopharma development experience .
- Academic/clinical credentials: Clinical professor at UCSF; attending physician; Johns Hopkins B.A./M.D. .
- Board qualifications cited: “Significant experience building and leading successful biotechnology companies and scientific expertise” .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Breakdown |
|---|---|---|---|
| Charles Homcy, M.D. | 1,866,612 | <1% (asterisk per table) | 1,230,085 shares held; 636,527 options vested/exercisable within 60 days of April 1, 2025 |
| Shares outstanding (reference) | 189,856,023 | — | As of April 1, 2025, per proxy |
No pledging/hedging disclosures specific to Homcy were identified; related-party transactions are reviewed/approved by the Audit Committee under a written policy .
Governance Assessment
- Independence and dual-role exposure: Homcy is not independent and simultaneously serves as a paid Senior Advisor (Chair of Pharmaceuticals), receiving salary/benefits, which represents a conflict exposure that the Board acknowledges via independence classification; oversight of related-party transactions sits with the Audit Committee .
- Compensation mix & alignment: Director pay is heavily equity-option based ($549,998 for 2024) with three-year vesting and sale-event acceleration, creating alignment with equity value but potential for transaction-driven incentives; presence of clawback and no tax gross-ups mitigates some governance risk .
- Attendance and engagement: Board met nine times in 2024; all directors met at least the 75% attendance threshold; separation of CEO/Lead Director/Lead Independent Director supports governance structure and oversight .
- Ownership alignment: Homcy beneficially owns 1,866,612 shares including 636,527 vested/exercisable options within 60 days, representing <1% ownership—meaningful but not controlling; no pledging disclosed .
- Shareholder sentiment: Say-on-pay (NEO) received 93.6% approval in 2024, suggesting overall investor support for compensation governance, though this vote focuses on executives rather than directors .
RED FLAGS
- Non-independence due to concurrent compensated employment as Senior Advisor while serving as Lead Director (conflict potential) .
- Full acceleration of director options upon sale event may incentivize transaction timing; ensure robust process controls around strategic reviews .
Positive Signals
- Separate CEO, Lead Director, and Lead Independent Director roles enhance board oversight .
- Clawback policy, no option repricing without shareholder approval, and no tax gross-ups are shareholder-friendly plan features .
- Audit Committee reviews related-party transactions under a written policy .
Notes on Compensation Committee/Consultants
- Compensation Committee members in 2024: Daniels, Hassan, Satvat; all non-employee directors, with noted KKR affiliation for Satvat as a 5% stockholder affiliate .
- Use of independent consultant: Compensia advises on peer analysis and equity split across NEO programs; implies structured process (company-wide, not director-specific) .