Peter Thompson
Corvus PharmaceuticalsAbout Peter A. Thompson, M.D.
Peter A. Thompson, M.D. (age 65) is an independent director at Corvus Pharmaceuticals and has served on the Board since November 2014; he is a company co‑founder and a Member at OrbiMed Advisors LLC . His background spans venture capital and operating roles in biopharma, and he is board‑certified in internal medicine and oncology with an Sc.B. in Molecular Biology & Mathematics and an M.D. from Brown University; he is also an Affiliate Professor of Neurosurgery at the University of Washington . The Board determined Dr. Thompson is independent under Nasdaq listing rules (all directors other than the CEO are independent) and independent directors hold regularly scheduled executive sessions .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Trubion Pharmaceuticals, Inc. | Executive leadership | Not disclosed | Executive experience in biopharma operations |
| Chiron Corporation | Executive leadership | Not disclosed | Executive experience |
| Becton, Dickinson and Company | Executive leadership | Not disclosed | Executive experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| OrbiMed Advisors LLC | Member | Current | Investment firm; material network with large holder of CRVS |
| ARS Pharmaceuticals, Inc. (formerly Silverback Therapeutics) | Director | Current | Public company board role |
| Edgewise Therapeutics, Inc. | Director | Current | Public company board role |
| Sionna Therapeutics, Inc. | Director | Current | Public company/private board role |
| Alpine Immune Sciences, Inc. | Former Director | Prior | Prior public board |
| Decibel Therapeutics, Inc. | Former Director | Prior | Prior public board |
| Janux Therapeutics, Inc. | Former Director | Prior | Prior public board |
| PMV Pharmaceuticals, Inc. | Former Director | Prior | Prior public board |
| Prevail Therapeutics Inc. | Former Director | Prior | Prior public board |
Board Governance
- Committee assignments: Compensation Committee Chair; member alongside Ian T. Clark and Scott W. Morrison .
- Not on Audit or Nominating & Corporate Governance Committees .
- Board/committee attendance: Board met 6x in FY2024; Audit 4x, Compensation 1x, Nominating 1x; all directors attended at least 75% of Board and committee meetings held in 2024 .
- Independence: Board determined all directors other than the CEO are independent under Nasdaq; independent directors meet in regularly scheduled executive sessions .
- Shareholder support: Re‑elected June 12, 2025 with 38,832,016 votes for, 441,537 withheld; broker non‑votes 14,121,947 .
- Say‑on‑Pay (2025): 37,113,137 for; 2,096,601 against; 63,815 abstain; broker non‑votes 14,121,947 .
- Insider trading policy: Prohibits hedging, short sales, options/derivatives, margin purchases and pledging of company securities .
- Clawback policy: Adopted per Rule 10D‑1/Nasdaq to recover erroneously awarded incentive compensation .
Fixed Compensation (Director)
| Year | Component | Amount (USD) | Notes |
|---|---|---|---|
| 2024 | Cash fees (retainer + committee chair) | $47,000 | Annual director cash retainer is $35,000; Compensation Committee chair fee $12,000; paid quarterly |
| Program terms | Audit chair/member | $20,000 / $10,000 | Not applicable to Thompson (not on Audit) |
| Program terms | Comp chair/member | $12,000 / $6,000 | Thompson is Compensation Committee Chair |
| Program terms | Nominating chair/member | $8,000 / $4,000 | Not applicable to Thompson (not on Nominating) |
Performance Compensation (Director)
| Grant Type | Grant Date | Shares | Grant Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Annual stock option grant | June 13, 2024 | 15,000 | $25,271 | Vests in full on June 12, 2025, subject to continued service | Annual grants to non‑employee directors; accelerated vesting upon change‑in‑control |
| Outstanding director options (as of 12/31/2024) | Various prior grants | 210,000 | Not disclosed | Various schedules | Director totals across prior years |
| Performance metrics linked to director pay | N/A | N/A | N/A | N/A | No performance metrics disclosed for director compensation |
Equity award timing: company does not time grants around MNPI; grants occur at scheduled Board/Compensation Committee meetings .
Other Directorships & Interlocks
- Compensation Committee interlocks: None; no member has served as an officer/employee of CRVS; no reciprocal executive overlaps reported in the last fiscal year .
- External interlocks: Thompson is a Member at OrbiMed Advisors LLC, an investment adviser managing OrbiMed Private Investments V, LP, a significant CRVS holder; OrbiMed participated in CRVS’s May 6, 2024 registered direct offering (see Related Parties) .
Expertise & Qualifications
- Technical/industry expertise: Venture capital investor (OrbiMed), biopharma operating leadership at Trubion, Chiron, BD; numerous patents; board‑certified internist/oncologist; Affiliate Professor of Neurosurgery (UW) .
- Education: Sc.B. in Molecular Biology & Mathematics (Brown University); M.D. (Brown University Medical School) .
Equity Ownership
| Holder | Common Shares | Exercisable within 60 days | Total Beneficial | % of Shares Outstanding |
|---|---|---|---|---|
| Peter A. Thompson, M.D. | 6,943,654 | 3,036,769 | 9,980,423 | 14.0% |
| Notes | ||||
| Beneficial ownership footnote | Securities held of record by OrbiMed Private Investments V, LP (OPI V); OrbiMed Advisors is managing member of GP V; Thompson disclaims beneficial ownership except to pecuniary interest; obligated to transfer director equity awards to OPI V |
Policy: Hedging and pledging of company stock are prohibited for directors .
Related Party Exposure & Potential Conflicts
- May 6, 2024 registered direct offering: OrbiMed Advisors LLC (OPI V) purchased pre‑funded warrants (1,444,085) and common warrants (1,397,684) for an aggregate purchase price of $2,499,856; Dr. Thompson is a Member of OrbiMed Advisors LLC .
- Beneficial ownership concentration: OrbiMed/OPI V reported significant ownership and warrant positions; Thompson disclaims beneficial ownership but has institutional affiliation, presenting potential perceived conflicts on capital raising or strategic transactions .
- Governance controls: Audit Committee oversees related party transactions under a written policy; heightened independence standards confirmed for Audit members .
Governance Assessment
-
Positives:
- Independent status under Nasdaq; serves as Compensation Committee Chair, indicating strong governance engagement .
- High shareholder support in 2025 election and say‑on‑pay; signals investor confidence .
- Robust policies: prohibitions on hedging/pledging; clawback policy adopted; executive sessions held by independent directors .
-
Watch items / RED FLAGS:
- OrbiMed affiliation and large fund ownership in CRVS plus participation in 2024 financing create potential related‑party optics; Thompson’s obligation to transfer director equity awards to OPI V may dilute direct personal alignment with retail shareholders .
- Change‑in‑control accelerated vesting for non‑employee director equity awards (full vest pre‑CIC) can be viewed as shareholder‑unfriendly by some investors, albeit common in small‑cap biotech .
- Attendance disclosure is only “≥75%” rather than exact rates; continued monitoring recommended for committee‑level engagement .
Overall: Thompson brings deep biopharma and investment expertise and chairs the Compensation Committee, supporting board effectiveness; however, OrbiMed ties and beneficial ownership concentration warrant continued oversight of conflicts and transaction approvals .
Appendix: Shareholder Votes (FY2025)
| Proposal | For | Against/Withheld | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Elect Director: Ian T. Clark | 28,853,180 | 10,420,373 | — | 14,121,947 |
| Elect Director: Peter A. Thompson, M.D. | 38,832,016 | 441,537 | — | 14,121,947 |
| Ratify PwC (FY2025) | 53,137,052 | 117,988 | 140,460 | — |
| Say‑on‑Pay (NEOs) | 37,113,137 | 2,096,601 | 63,815 | 14,121,947 |