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Arthur Kuan

Arthur Kuan

Chief Executive Officer at CG Oncology
CEO
Executive
Board

About Arthur Kuan

Arthur Kuan, age 34, is Chairman and Chief Executive Officer of CG Oncology (director since 2017; Chairman since December 2023). He holds an M.S. in Biotechnology from Johns Hopkins University and a B.A. in Biology from the University of Pennsylvania. Prior to CG Oncology, he worked in healthcare investing and company-building roles, including Ally Bridge Group, Themes Investment Partners, and Dinova Capital, and served on Moffitt Cancer Center’s IP Commercialization Strategy Committee (2017–2024) . Under CG Oncology’s current plan, the company reported monotherapy complete response (CR) rates of 75.5% in Phase 3 BOND-003 Cohort C (BCG‑unresponsive NMIBC) with durable responses (median DoR not reached; >28 months as of Jan 20, 2025) and expects to initiate a BLA submission in 2H 2025 .

Past Roles

OrganizationRoleYearsStrategic Impact
Ally Bridge GroupFounding MemberJan 2013–Jul 2015Healthcare-focused investing; portfolio company oversight exposure
Themes Investment PartnersInvestment professionalNot disclosedCoordinated cross-border technology transfer and regulatory submissions for portfolio companies
Dinova CapitalOperations (early career)Not disclosedEvaluated medtech investments; incubator experience
Moffitt Cancer CenterIP Commercialization Strategy Committee memberNov 2017–Jan 2024Translational/technology commercialization input in oncology

External Roles

OrganizationRoleYearsCommittees/Notes
Chunghwa Chemical Synthesis & BiotechDirectorSince 2022Compensation Committee and Audit Committee member
Allied Industrial Corp., Ltd.Director2016–2023Public company board experience in industrials

Board Service & Governance (CG Oncology)

  • Board service: Director since 2017; Chairman since Dec 2023; no board committee memberships .
  • Dual role: CEO and Chairman structure with a Lead Independent Director (Dr. Leonard Post, appointed in 2018) empowered to set agendas, chair executive sessions, and facilitate independent oversight .
  • Committee independence: Audit, Compensation, and Nominating & Corporate Governance Committees are fully independent per Nasdaq rules .
  • Attendance: In 2024, the Board met 9 times; no director attended <75% of meetings except James Mulé (scheduling conflicts) .
  • Independence: The Board affirmed independence for all directors other than Mr. Kuan .

Fixed Compensation

Multi‑year summary compensation (Named Executive Officer):

YearSalary ($)Bonus ($)Option Awards ($)Non‑Equity Incentive Plan Comp ($)All Other Comp ($)Total ($)
2024653,485 10,135,228 382,594 1,486 11,172,793
2023449,000 3,293,022 189,000 2,974 3,933,996

2024 base salary adjustment (effective April 1, 2024): $656,250; 5% increase .
2025 employment terms (effective Jan 1, 2025): base salary $690,000; target bonus 60% of base salary (subject to performance objectives) .

Select perquisites (2024): $797 long‑term disability insurance; $531 life insurance, included in “All Other Compensation” .

Performance Compensation

Annual bonus program

  • Target bonus opportunity (2024): 55% of adjusted base salary for CEO; corporate goals tied to regulatory, clinical, developmental and operational objectives; Compensation Committee determined 2024 corporate achievement at 106% of target .
  • Actual 2024 bonus paid (Q1’25): $382,594 .
Metric CategoryWeightingTargetActualPayoutNotes
Corporate goals (regulatory/clinical/developmental/operational)Not disclosed 100% 106% $382,594 (paid) Targets and weightings not disclosed

Equity awards and vesting (CEO)

  • 2024 annual option grant: 397,800 options at $36.63 (closing price on grant date), vest in equal monthly installments over 4 years from Oct 4, 2024, subject to continuous service .
  • Company practice: moving forward, annual refresher awards targeted on or about April 15 each year starting 2025; Compensation Committee does not time grants around MNPI; policy prohibits hedging and restricts pledging without approval .

Selected outstanding option positions (as of Dec 31, 2024)

Grant DateVesting CommencementExercisable (#)Unexercisable (#)Exercise Price ($)ExpirationVesting Terms
4/19/20214/19/2021167,483 1.72 4/18/2031 Historical grant
10/19/202210/19/2022117,168 181,075 2.29 10/18/2032 Equal monthly over 4 years
10/9/202310/9/2023163,891 360,492 6.68 10/8/2033 Equal monthly over 4 years
12/13/202312/13/202321,009 62,892 12.59 12/12/2033 Equal monthly over 4 years
10/4/202410/4/202416,574 381,226 36.63 10/4/2034 Equal monthly over 4 years

Clawbacks: Dodd‑Frank–compliant recovery policy implemented; SOX 304 reimbursement applies to CEO/CFO upon certain restatements resulting from misconduct .

Equity Ownership & Alignment

HolderDirect SharesOptions Exercisable or Exercisable within 60 DaysTotal Beneficial Ownership% of SONotes
Arthur Kuan36,151 635,424 671,575 <1% Based on 76,221,857 SO as of Apr 8, 2025
  • Hedging/pledging: Insider Trading Policy prohibits hedging and derivatives, prohibits holding in margin accounts, and prohibits pledging without prior Board approval and pre‑clearance for certain officers .
  • Ownership guidelines: Not disclosed. Director compensation: CEO receives no additional director fees; director equity/fees program applies to non‑employee directors .

Employment Terms

Key terms from the Amended and Restated Employment Agreement (effective Jan 9, 2025; economics effective Jan 1, 2025)

  • Base salary: $690,000; Target bonus: 60% of base salary (performance‑based) .
  • Severance (non‑CIC termination without cause): 1.5× base salary (lump sum) + prorated target bonus for year of termination + up to 18 months COBRA premiums; time‑based equity accelerates by 18 months (performance awards contingent on goal attainment) .
  • Change‑in‑control (double‑trigger within CIC period): 2.0× base salary (lump sum) + target bonus (lump sum) + up to 24 months COBRA + full accelerated vesting of unvested equity (performance awards contingent on goal attainment) .
  • Equity grant timing policy: annual refresher grants intended around April 15 starting 2025 (not timed to MNPI) .
  • Clawback policy: Dodd‑Frank compliant; SOX 304 recoupment applies .
ScenarioCash MultipleBonus TreatmentCOBRAEquity Vesting
Termination without cause (outside CIC)1.5× base salary Prorated target bonus (lump sum) Up to 18 months Time‑based equity accelerates 18 months; performance awards subject to goals
Termination without cause or resignation for good reason (within CIC period)2.0× base salary Target bonus (lump sum) Up to 24 months Full acceleration of unvested equity; performance awards subject to goals

Performance & Track Record

  • Clinical milestones: BOND‑003 (Phase 3, BCG‑unresponsive NMIBC, CIS±Ta/T1) CR at any time 75.5%; CR durability at 12/24 months 63.7%/58.7% (median DoR >28 months; no Grade ≥3 TRAEs; 97.3% completed all protocol treatments). Company plans BLA initiation in 2H 2025 .
  • Combination data: CORE‑001 (cretostimogene + pembrolizumab) showed 82.9% CR at any time; 57.1%/54.3% maintained CR at 12/24 months; favorable safety profile .
  • Pipeline expansion: PIVOT‑006 (Phase 3 IR‑NMIBC) and CORE‑008 (BCG‑naïve and BCG‑exposed cohorts) underway; further toplines expected 2H 2025/2026 .

Investment Implications

  • Pay-for-performance alignment: CEO compensation is heavily equity‑based with material multi‑year option grants vesting monthly over four years, aligning incentives with long‑term value creation and milestone delivery (e.g., pending BLA) .
  • Retention vs. mobility: Robust severance (1.5× base outside CIC; 2.0× within CIC plus full equity acceleration) lowers near‑term departure risk but also creates sale‑optional value protection in strategic scenarios .
  • Selling pressure signals: Monthly vesting across sizeable unvested option tranches can create ongoing Form 4 activity once in the money; however, hedging is prohibited and pledging requires approval, reducing misalignment risks .
  • Governance check: Combined CEO/Chair is balanced by an empowered Lead Independent Director and fully independent key committees—helpful for compensation oversight and succession planning .
  • 2025 pay trajectory: Higher base ($690k) and increased target bonus (60%) raise fixed/near‑term cash but keep a significant at‑risk component; watch for April‑timed refresher grants under the new equity timing policy .

References

  • Proxy/DEF 14A (Apr 25, 2025): director biography, committees, governance, compensation, ownership, policies .
  • 10‑K FY2024 (Mar 28, 2025): clinical performance, pipeline, BLA plan .
  • 8‑K (Jan 10, 2025): executive employment agreements (severance/CIC) .