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James Levine

Chief Financial Officer at Cardiff OncologyCardiff Oncology
Executive

About James Levine

James Levine is Chief Financial Officer of Cardiff Oncology (since 2021) with a background spanning investment banking and C‑suite roles in biotech. He is 54 years old (as of April 28, 2025), holds an MBA in finance from Wharton and a BA in economics from Brandeis University, and previously served as CFO of Cidara Therapeutics and CEO/President at Sapphire Energy and Verenium; earlier he was a Managing Director at Goldman Sachs (healthcare and energy) . Cardiff is a pre‑revenue oncology biotech; company performance during his tenure shows Net Loss of $38.7M (2022), $41.4M (2023) and $45.4M (2024), and the “Value of $100 investment” (company TSR proxy metric) moved from $23 (2022) to $25 (2023) to $72 (2024) .

Past Roles

OrganizationRoleYearsStrategic impact
Cidara TherapeuticsChief Financial Officer2018–2021Led financial aspects of pre‑clinical/clinical collaborations with Janssen and Mundipharma with combined value >$1.3B .
Sapphire EnergyPresident & Chief Executive Officer2014–2014Led private industrial biotech sold to two private investor groups .
Verenium Corp.President & Chief Executive OfficerNegotiated six product commercialization partnerships and asset sales; sold company to BASF .
Goldman Sachs & Co.Managing Director (Investment Banking)Coverage across healthcare and energy groups .

External Roles

  • No current public company board directorships disclosed for Mr. Levine in the executive officer section and biography of the latest proxy .

Fixed Compensation

Metric2021202220232024
Base Salary ($)202,693 440,475 459,236 471,194
Target Bonus (% of Salary)45% 45% 45% 45%
Employment Agreement Base (reference)$425,000 per year (agreement) $490,000 current per agreement

Notes:

  • Named Executive Officer salary progression also disclosed: $439,875 (2022) to $457,470 (2023), +4% .

Performance Compensation

Annual Cash Incentive Outcomes

YearMetric(s)WeightingTargetActual Payout ($)Vesting
2024Annual corporate performance goals (not itemized) Not disclosed45% of salary 203,556 Cash (N/A)
2023Annual corporate performance goals (not itemized) Not disclosed45% of salary 182,805 Cash (N/A)
2022Corporate goals focused on onvansertib clinical program, pipeline and CMC Not disclosed45% of salary 168,252 Cash (N/A)
2021Corporate goals set by Compensation Committee; payouts approved at 94% of target (company‑wide) Not disclosed45% of salary 179,775 Cash (N/A)

Equity Awards (Grant-Date Fair Value)

Metric2021202220232024
Option Awards ($)2,085,227 (new‑hire grant: 390,000 options @ $6.55 strike; vests over 4 years) 350,752 275,678 591,614

Outstanding Equity and Vesting Schedules (as of Dec 31, 2024)

Grant (by expiration)Exercisable (#)Unexercisable (#)Exercise Price ($)ExpirationVesting detail
7/12/2031333,12556,8756.557/12/20318,125 options vest monthly from Jan 12, 2023 through Jul 12, 2025 .
3/9/2032116,88653,1302.503/9/20323,542 options vest monthly from Apr 9, 2023 through Mar 9, 2026 .
3/15/203386,394111,0781.723/15/20334,114 options vest monthly from Apr 15, 2024 through Mar 15, 2027 .
3/7/2034205,0083.513/7/203451,252 vest on Mar 7, 2025; 4,271 vest monthly Apr 7, 2025–Mar 7, 2028 .

Implication: Material near‑term vesting blocks occur on Mar 7, 2025 and continue monthly through 2028, which can create incremental sellable supply and potential insider selling pressure windows as options become exercisable .

Equity Ownership & Alignment

Item (as of Apr 28, 2025)Amount
Total Beneficial Ownership (shares)762,872
Ownership % of outstanding1.1% (out of 66,525,854 shares outstanding)
Options exercisable within 60 days695,156
Direct stock ownership60,000 shares
Indirect ownership7,716 shares (spouse)
Anti‑hedging policyCompany prohibits hedging by employees/officers/directors
Pledging policy (historical)Prior proxies prohibited pledging without pre‑clearance; at earlier dates no pledges by execs/directors (historical disclosure)

Employment Terms

TermDetail
Employment AgreementDated July 12, 2021; initial term through Jul 12, 2024 with automatic one‑year renewals thereafter unless either party gives non‑renewal notice .
Current base salary per agreement$490,000 per year .
Target annual bonusUp to 45% of base salary, based on performance objectives .
Severance (termination without cause or resignation for good reason, outside CIC)Lump sum of unpaid amounts due; plus severance equal to 12 months base salary, plus bonus and benefits eligibility during such 12 months (subject to release) .
Change‑in‑Control (CIC) protectionIf terminated without cause within 12 months prior to a pending CIC, or by executive for good reason within 12 months after a CIC, or by company without cause upon/within 12 months after a CIC: same cash severance as above, plus immediate vesting of all unvested stock options and other equity awards (exercisability subject to award terms) .
Estimated CIC/termination values (illustrative, proxy tables)As of 12/31/2024: Cash $690,215 (both scenarios); Equity acceleration $506,479 (CIC); Total $1,196,694 (CIC scenario) . As of 12/31/2023: Cash $663,450; Equity $478,921; Total $1,142,371 . As of 12/31/2021: Cash $450,631; Equity $1,841,247; Total $2,291,878 .
ClawbackAdopted in 2023; allows recovery of incentive comp where intentional misconduct by a covered officer caused or contributed to a required financial restatement; Compensation Committee discretion on recovery amount .
Benefits/perquisitesBroad employee plans (health/vision/dental, life) and 401(k) offered; no match; no defined‑benefit plans or non‑qualified deferred compensation; no material perquisites .

Pay vs Performance (Context)

Metric202220232024
“Value of $100 investment” (TSR proxy) ($)23 25 72
Net Loss ($000s)38,704 41,441 45,431

Compensation Structure Analysis

  • Mix shift: Mr. Levine’s total comp features a high at‑risk component via stock options ($591,614 in 2024 vs salary $471,194), consistent with performance/retention alignment in small‑cap biotech; 2023 option value was lower, reflecting calibration year‑to‑year .
  • Annual cash bonus remains formulaic at 45% target; actual payouts for 2022–2024 were $168,252, $182,805, and $203,556 respectively, tracking salary growth and corporate goal assessments without disclosed discretionary overrides .
  • Equity design: All listed awards are time‑based options (no PSUs/RSUs disclosed), with 10‑year terms and predominantly monthly vesting; a sizable 2024 grant includes a partial cliff (51,252 vesting Mar 7, 2025) which could concentrate exercisability—and potential selling pressure—around that date .
  • Governance protections: Anti‑hedging in place; clawback adopted in 2023; CIC benefits are single‑trigger for acceleration only upon qualifying termination in proximity to CIC (i.e., effectively double‑trigger for acceleration upon termination), with 12‑month cash severance standard for NEOs .

Investment Implications

  • Alignment: Meaningful ownership (1.1%) and a large pool of options exercisable within 60 days (695,156) signal equity‑based alignment but also create potential supply as tranches vest and become in‑the‑money .
  • Near‑term vesting overhang: The 2024 option grant’s Mar 7, 2025 cliff (51,252 options) plus monthly vest thereafter through 2028 adds identifiable windows for incremental insider liquidity; monitor Form 4s around these dates for selling pressure signals .
  • Pay‑for‑performance: Heavy reliance on options ties upside to share price recovery; annual cash payouts at modest levels (relative to salary) reduce downside pay rigidity in a pre‑revenue setting .
  • Retention risk: Auto‑renewing contract with 12‑month severance and CIC acceleration provides standard biotech protections; no sign‑on/retention cash or guaranteed perquisites reduce lock‑in beyond equity .
  • Performance backdrop: While TSR proxy metric improved in 2024 vs prior years, Cardiff remains loss‑making; execution on clinical milestones will be key lever translating Levine’s option‑heavy incentives into realized value .

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