Kevin Lee
About Kevin Lee
Kevin Lee, Ph.D., MBA, is Chief Executive Officer and Executive Director of Bicycle Therapeutics plc, serving on the Board since September 2015. He previously led the Rare Disease Research Unit at Pfizer as SVP & CSO (Apr 2012–Sep 2015), and held senior R&D roles at GlaxoSmithKline, after founding Cambridge Biotechnology Ltd. (trade sale in 2005) and Neurosolutions (now Oncosil Medical) . Dr. Lee holds a BPharm (Nottingham), Ph.D. in pharmacology (Cambridge), and an MBA (Warwick); his age is 56 as of the 2025 proxy . Under his tenure, the company reported collaboration revenue growth from $14.5m (2022) to $35.3m (2024) and continued to invest heavily in clinical programs, resulting in net losses typical of clinical-stage biotech [$35.3m, $26.98m, $14.46m revenue; $(169.0)m, $(180.7)m, $(112.7)m net loss] . Pay-versus-performance disclosures show shareholder return values (fixed $100 investment) of 164.90 (2022), 100.72 (2023), and 77.99 (2024), with “Compensation Actually Paid to CEO” tracking program design changes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pfizer Inc. | SVP & Chief Scientific Officer, Rare Disease Research Unit | 2012–2015 | Led rare disease R&D; executive leadership in large-cap pharma |
| GlaxoSmithKline plc | R&D leadership; founded EpiNova Discovery Performance Unit; led epigenetics research | n/a | Built academic and commercial partnerships; advanced epigenetics platform |
| Warwick University Medical School | Lecturer | n/a | Academic leadership in pharmacology |
| Cambridge Biotechnology Ltd. | Founder | Trade sale 2005 | Built peptide/small-molecule therapeutics; exit to Biovitrum |
| Neurosolutions (now Oncosil Medical) | Founder | n/a | Early-stage neuro-oncology venture creation |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Alchemab Ltd. (private biotech) | Non-executive director | Since Jun 2021 | Board service alongside CEO role |
| Macomics Ltd. (private biotech) | Non-executive director | Since Jul 2023 | Board service alongside CEO role |
Fixed Compensation
| Item | 2024 | 2025 | Notes |
|---|---|---|---|
| Base salary (USD) | $759,566 | $821,000 | Salary set/paid in GBP (2024 £594,200; 2025 £654,000) with FX disclosure |
| Target annual bonus (% of salary) | 65% | 65% (payout up to 146% for stretch) | Senior Executive Cash Incentive Bonus Plan |
| Benefits (typical) | Private health, LTD, critical illness, death-in-service | Same eligibility; UK pension/ cash in lieu at 12% of base for directors | Plan-level participation |
| All other compensation (2024) | $84,782 | n/a | FX-converted; see SCT footnotes |
Performance Compensation
Annual Cash Bonus Mechanics and Outcome
| Metric | Weighting | Target | Actual | Payout Calculus | 2024 Result |
|---|---|---|---|---|---|
| Corporate performance | 100% (split below) | 100% | 115% | Target × Corp% × Personal% | Corporate 115% |
| • Clinical/R&D/Collaborations | 77.5% | n/a | 112% assessed | — | Weighted perf. 87% |
| • Corporate & Business Dev. | 22.5% | Raise ≥$100m; stretch >$200m | 124% assessed | — | Weighted perf. 28% |
| Personal performance | n/a | 0–115% scale | 115% | Applied multiplicatively | 115% |
| Formula & payout | — | 65% of eligible salary | — | 132% of target; 86% of salary | $653,211 cash bonus |
Equity Awards (Time-Based; no performance conditions)
| Award | Grant date | Size | Terms | Fair/Face Value |
|---|---|---|---|---|
| Options | Jan 2, 2024 | 155,000 | 25% at 1 year; 36 monthly thereafter; $18.08 strike; exp. Jan 2, 2034 | Fair value per ASC 718 in SCT |
| RSUs | Jan 2, 2024 | 77,000 | 25% at 1 year; then 12 equal quarterly installments | $1,392k face at grant |
| 2024 vesting realized | n/a | 37,656 RSUs | $766,802 value realized on vesting | Market price × shares |
| Performance conditions | n/a | n/a | None | No equity performance conditions; no repricing |
Multi-Year Compensation (Summary Compensation Table)
| Year | Salary (USD) | Bonus (USD) | Option Awards (USD) | Stock Awards (USD) | All Other (USD) | Total (USD) |
|---|---|---|---|---|---|---|
| 2024 | 759,566 | 653,211 | 1,967,499 | 1,392,160 | 84,782 | 4,857,218 |
| 2023 | 710,292 | 540,951 | 2,490,895 | 1,702,000 | 77,613 | 5,540,400 |
| 2022 | 672,636 | 570,672 | 4,269,758 | 3,043,500 | 71,024 | 8,627,590 |
Equity Ownership & Alignment
| Ownership metric | Value |
|---|---|
| Total beneficial ownership | 1,461,276 shares; 3.0% of outstanding |
| Director shareholdings (Dec 31, 2024) | 255,895 beneficially owned; 1,098,703 equity awards vested but unexercised; 372,158 unvested; total interests 1,726,756 |
| 2024 equity awards outstanding | Options: total grants historically 928,000; RSUs: 307,700 through Mar 31, 2025 |
| 2024 vesting realized | 37,656 RSUs; $766,802 value |
| Pledging/hedging policy | Prohibited for directors and officers |
| Ownership guidelines | CEO must own ≥3× base salary; five-year compliance window; all officers/directors in compliance as of Apr 14, 2025 |
Selected option and RSU schedules:
- Options: Jan 2, 2024 grant 155,000 unexercisable at $18.08; standard 25% cliff then monthly vesting .
- RSUs: Jan 2, 2024 grant 77,000; 25% cliff then quarterly vesting over 12 quarters .
Employment Terms
| Term | Detail |
|---|---|
| Service agreement | Amended & restated service agreement with BicycleTx Ltd., effective Sept 26, 2019; employment at-will; salary in GBP; standard confidentiality/IP/post-termination covenants |
| Notice | Six months’ written notice by either party; immediate termination for specified cause |
| Bonus eligibility | Target 65% of salary; payable in cash or options subject to Committee agreement |
| Severance/Clawback | Clawback policy adopted Oct 2023 under SEC/Nasdaq rules |
Potential payments upon termination or change-in-control (valued at $14.00/share, Dec 31, 2024):
| Scenario | Cash Severance | Bonus | Benefits Continuation | Equity Acceleration |
|---|---|---|---|---|
| Termination without cause or for good reason in connection with a Change in Control | $1,491,573 | $727,142 | $222,371 | $1,749,566 |
| Termination without cause or for good reason (no Change in Control) | $745,786 | — | $111,186 | — |
| Change in Control without termination | — | — | — | $1,749,566 |
Additional governance features:
- Double-trigger change-in-control severance standard for NEOs; no excise tax gross-ups; anti-hedging/anti-pledging; independent consultant used; annual say-on-pay .
Performance & Track Record
| Area | Evidence |
|---|---|
| Capital & runway | Raised $555m gross in May 2024 private placement; extended runway into 2H27 |
| Zelenectide pevedotin (Nectin-4) – monotherapy | ORR 45% in EV-naïve mUC (38 evaluable); median DOR 11.1 months; differentiated safety vs ADCs |
| Zelenectide + pembrolizumab (cisplatin-ineligible) | ORR 65% (all 20 evaluable); 50% confirmed; safety consistent with monotherapy |
| NECTIN4 amplification strategy | TNBC ORR 57.1% in amplified polysomy subset; NSCLC ORR 40% in amplified subset; FTD granted in Jan 2025 for amplified TNBC/NSCLC |
| BT5528 (EphA2) | ORR up to 45% in q2w 6.5 mg/m² expansion; no hemorrhage/liver tox seen with prior ADCs; TRPN mostly low grade |
| BT7480 (Nectin-4/CD137) | Emerging safety with low severe AEs; stable disease observed; combination with nivolumab underway |
Financial context (collaboration revenue and losses):
- Collaboration revenue: $14.46m (2022), $26.98m (2023), $35.28m (2024) .
- Net loss: $(112.7)m (2022), $(180.7)m (2023), $(169.0)m (2024) .
Board Governance
- Role and independence: Kevin Lee serves as Executive Director (non-independent). The Board has a majority of independent directors; only Kevin Lee and Pierre Legault were non-independent in 2024 .
- Chair structure: Non-Executive Chair (Pierre Legault) through AGM; Felix Baker to become Non-Executive Chair post-AGM, maintaining separation of Chair/CEO roles .
- Compensation Committee: Independent members—Chair Janice Bourque, Richard Kender, Jose-Carlos Gutierrez-Ramos; 7/7 attendance by Bourque and Kender in 2024 .
- Say-on-pay: 96.8% approval at May 2024 AGM .
Director Compensation (Executive Director)
- Executive Director total remuneration breakdown (USD, 2024): base $760k; bonus $653k; equity $1,392k; pension/cash in lieu $82k; total $2,890k (annual remuneration view) .
- No performance conditions on equity awards; RSU settlement for non-executive directors can be deferred (policy detail; not applicable to Executive Director’s RSUs) .
Compensation Structure Analysis
- Cash vs equity mix: Significant equity grants alongside variable cash bonus tied to corporate/personal objectives, aligning pay with program milestones and financing outcomes .
- Shift in vehicles: Mix includes both options (upside-levered) and RSUs (retention/guaranteed value); Committee rationale to balance long-term growth with retention .
- Governance practices: Double-trigger CIC, clawback compliant with SEC/Nasdaq, no hedging/pledging, no excise tax gross-ups; independent consultant (Aon) for benchmarking .
- CEO pay ratio: ~24:1 for 2024, in line with peer practices for clinical-stage biotech scaling .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited—mitigates alignment risk .
- Clawback policy: Adopted Oct 2023 under Rule 10D-1 and Nasdaq 5608 .
- Award repricing/modification: None reported for CEO/Chair .
- Related-party transactions: Non-Executive Chair consulting (Stone Atlanta Estates LLC) $0.3m in 2024; no Kevin Lee related-party transactions disclosed .
- Legal proceedings: No material legal proceedings disclosed .
Compensation Peer Group & Shareholder Feedback
- Peer benchmarking: Committee references U.S. market for executive/director pay given competitive talent dynamics; renewed remuneration policy triennially .
- Shareholder feedback: Strong say-on-pay support (96.8% in 2024) reinforced continuity in program design .
Expertise & Qualifications
- Degrees: BPharm (Nottingham), Ph.D. (Cambridge), MBA (Warwick) .
- Technical domains: Epigenetics, peptide therapeutics, oncology drug development; formed EpiNova DPU at GSK .
- Board qualifications: Extensive leadership across pharma/biotech R&D and commercialization .
Work History & Career Trajectory
| Company | Role | Period | Notes |
|---|---|---|---|
| Bicycle Therapeutics | CEO & Board member | Since Sep 2015 | Oversight of clinical strategy and financing |
| Pfizer | SVP & CSO, Rare Disease | 2012–2015 | Built/led rare disease unit |
| GSK | Epigenetics lead; EpiNova DPU creator | n/a | Strategic partnerships and platform creation |
| Cambridge Biotechnology | Founder | Trade sale 2005 | Entrepreneurial exit |
| Neurosolutions/Oncosil | Founder | n/a | Venture formation |
Employment & Contracts (Retention/Transition)
- Term: At-will; 6-month mutual notice; immediate termination for cause .
- Severance economics: See table above; meaningful double-trigger cash and equity acceleration supports retention through potential strategic transactions .
- External appointments policy: Board-approved; CEO retains fees (received £105k in 2024 from Alchemab/Macomics) .
Investment Implications
- Pay-for-performance alignment: Cash bonuses explicitly tied to clinical milestones and capital formation (e.g., ORR outcomes, registrational trial initiation, $555m raise), reinforcing execution focus; equity mix balances upside (options) with retention (RSUs) .
- Vesting and potential supply: Quarterly RSU vesting and sizable option overhang (928k granted historically) create predictable settlement cadence; realized RSU value ($767k in 2024) indicates active vesting but option exercises were zero in 2024, moderating near-term selling pressure .
- Alignment safeguards: 3× salary ownership guideline and anti-hedging/pledging reduce misalignment risk; clawback adds downside accountability .
- Retention risk: Double-trigger CIC protections and competitive GBP-based salary with 65% bonus target reduce departure risk during pivotal trials; governance structure maintains independent Chair and majority independent board to mitigate CEO/Director dual-role concerns .
- Execution signal: 2024 achievements across mUC and NECTIN4 amplification strategy (FTD grants) plus financing runway extension suggest management confidence; monitor pay outcomes vs clinical/regulatory milestones in 2025–2026 for ongoing alignment .