Ian Clark
Corvus PharmaceuticalsAbout Ian T. Clark
Ian T. Clark, age 64, has served as an independent director of Corvus Pharmaceuticals (CRVS) since January 2017. He is the former CEO of Genentech, leading a seven-year tenure that concluded with his retirement in December 2016, during which eleven new medicines were brought to market. Clark holds a B.Sc. in Biological Sciences and an Honorary Doctorate of Science from Southampton University (UK) . He is considered independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Genentech | Chief Executive Officer | ~2009–Dec 2016 (7-year tenure) | Led launch of 11 medicines across RA, IPF, oncology; multiple CEO recognitions |
| Novartis | Various senior roles | Not disclosed | Global operating experience across geographies |
| Sanofi | Various senior roles | Not disclosed | Global operating experience |
| Ivax | Various senior roles | Not disclosed | Global operating experience |
| Searle | Various senior roles | Not disclosed | Global operating experience |
| Biotechnology Industry Association | Board member | Not disclosed | Industry leadership |
| Federal Reserve (12th District) | Economic Advisory Council member | Not disclosed | Macro oversight exposure |
| Gladstone Institute (BioFulcrum Board) | Board member | Not disclosed | Scientific governance |
External Roles
| Company | Role | Status | Notes |
|---|---|---|---|
| Takeda Pharmaceutical Co. Ltd. | Director | Current | Large-cap pharma board seat |
| Guardant Health, Inc. | Director | Current | Diagnostics/oncology exposure |
| Olema Oncology | Director | Current | Oncology biotech |
| Kyverna Therapeutics, Inc. | Director | Current | Autoimmune/biotech |
| Forty Seven Inc. | Director | Prior | Biotech (acquired by Gilead) |
| Shire Pharmaceuticals, Inc. | Director | Prior | Specialty pharma (acquired by Takeda) |
| Kite Pharma, Inc. | Director | Prior | Cell therapy (acquired by Gilead) |
| Agios Pharmaceuticals, Inc. | Director | Prior | Biotech |
| Avrobio, Inc. | Director | Prior | Gene therapy |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent under Nasdaq rules; executive sessions of independent directors held regularly |
| Committee Memberships | Compensation Committee (member); Nominating & Corporate Governance Committee (member) |
| Committee Chair Roles | None (Compensation Committee chaired by Peter A. Thompson, M.D.; Nominating chaired by Elisha P. Gould III) |
| Board Attendance | Each director attended ≥75% of Board and relevant committee meetings in FY2024 (Board: 6; Audit: 4; Compensation: 1; Nominating: 1) |
| Board Structure | CEO Richard A. Miller serves as Board Chair; Board size moving from 7 to 6 after 2025 AGM |
| Risk Oversight | Full Board plus committees (Audit: financial/compliance; Compensation: risk from pay programs; Nominating: governance effectiveness) |
Fixed Compensation
| Year | Component | Amount ($) | Notes |
|---|---|---|---|
| 2024 | Cash fees | 45,000 | Base retainer $35,000 + Compensation Committee member $6,000 + Nominating Committee member $4,000 |
| Policy | Director cash retainer | 35,000 | Paid quarterly in arrears |
| Policy | Committee chairs | Audit chair $20,000; Compensation chair $12,000; Nominating chair $8,000 | |
| Policy | Committee members | Audit $10,000; Compensation $6,000; Nominating $4,000 |
Performance Compensation
| Grant Type | Grant Date | Shares/Options | Grant-Date Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|
| Annual stock option | Jun 13, 2024 | 15,000 options | 25,271 | Vests fully on Jun 12, 2025 | Annual non-employee director grant |
| Initial stock option (policy) | Upon appointment | 30,000 options | Not disclosed | 1/3 annually over 3 years | Applies to new non-employee directors |
| Annual stock option (policy) | Annual meeting date | 15,000 options | Not disclosed | Full vest at 1 year/next annual meeting | Change-in-control: immediate full vesting for director awards |
Notes and signals:
- No performance-based metrics (e.g., TSR, revenue targets) disclosed for director equity; director equity is time-based options, vesting on service—indicative of alignment via ownership but not pay-for-performance metrics. This reduces risk of discretionary goal-setting but limits explicit performance linkage for directors .
- Equity award timing policies indicate grants are not timed around MNPI; clawback policy adopted under Nasdaq 10D-1 for officers (general governance strength) .
Other Directorships & Interlocks
| Entity | Potential Interlock/Conflict | Disclosure |
|---|---|---|
| OrbiMed Advisors LLC | Not linked to Clark; interlock is with director Peter A. Thompson, M.D. (OrbiMed member) | Related party securities held by OrbiMed noted; no Clark participation disclosed |
| May 2024 Financing | Participants included OrbiMed, CEO Miller, Puissance, SVP Jones | No Clark-related party participation disclosed |
Expertise & Qualifications
- 35+ years in biopharma; CEO of Genentech with strong commercialization credentials; global operating roles at Novartis, Sanofi, Ivax, Searle .
- Recognitions include high Glassdoor CEO ratings, San Francisco Business Times “most admired CEO,” and HBA Honorable Mentor of the Year .
- Education: B.Sc. Biological Sciences; Honorary D.Sc., Southampton University .
Equity Ownership
| Holder | Common Shares | Options/Warrants Exercisable ≤60 days | Total Beneficial | % Outstanding | Notes |
|---|---|---|---|---|---|
| Ian T. Clark | 0 | 195,000 options | 195,000 | <1% | As of Mar 31, 2025; options exercisable within 60 days counted |
| Outstanding director options (as of Dec 31, 2024) | — | 210,000 options (total outstanding) | — | — | Difference vs 195k reflects vesting/exercisability window |
Ownership alignment and risk controls:
- Company Insider Trading Policy prohibits hedging and pledging; also bars margin purchases and derivatives—reducing alignment risk; no pledging by Clark disclosed .
- Change-in-control for director equity: full vesting immediately prior to change in control—standard market practice but accelerates vesting irrespective of performance .
Governance Assessment
- Board effectiveness: Clark brings deep commercialization and large-cap governance experience (Genentech; Takeda) and oncology focus (Guardant, Olema, Kyverna), strengthening strategic oversight in immuno-oncology .
- Committee work: Active on Compensation and Nominating & Corporate Governance; not chair—engagement without concentrated control; attendance met ≥75% threshold in 2024 .
- Independence/conflicts: Independent under Nasdaq rules; no related-party transactions involving Clark disclosed; company has codified related-party review via Audit Committee, plus anti-hedging/pledging policy—positive governance signals .
- Compensation alignment: Director pay mix is modest cash plus time-vested options; clear, formulaic committee fees; absence of performance metrics is typical for directors but limits direct pay-for-performance linkage—neutral to slightly negative for investors strictly favoring performance-conditioned equity .
- RED FLAGS to monitor: Multiple concurrent public boards (time/attention risk); ensure continued high attendance and avoidance of overlapping business dealings. No current red flags disclosed specific to Clark (no related-party transactions, no pledging/hedging) .
Appendix: Committee Assignment Matrix (FY2024)
| Director | Audit | Compensation | Nominating & Corporate Governance |
|---|---|---|---|
| Ian T. Clark | — | Member | Member |
| Committee Chairs | Audit: Scott W. Morrison | Compensation: Peter A. Thompson, M.D. | Nominating: Elisha P. Gould III |