John Josey
About John Josey
Independent director (Class II) of Day One Biopharmaceuticals since September 2020; age 64. Josey chairs the Nominating & Corporate Governance Committee and has been deemed independent by the board under SEC and Nasdaq standards. He is a chemist-operator by training (Ph.D. Organic Chemistry, MBA), former CEO of Peloton Therapeutics (acquired by Merck in 2019), and a Venture Partner at The Column Group. Attendance in 2024 met the board’s ≥75% threshold for all directors and committee meetings held during service .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Peloton Therapeutics | President & CEO; Director | Aug 2013 – Jul 2019 | Led oncology drug discovery/development; company acquired by Merck (Jul 2019) . |
| Array Biopharma | Various leadership roles incl. VP Discovery Chemistry | Jun 1998 – Aug 2011 | Discovery leadership in biotech R&D . |
| Amgen; Glaxo Research Institute | Scientist | Not disclosed | Early-career R&D roles . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Column Group | Venture Partner | Since Mar 2020 | Investment role at life sciences venture firm . |
| Tortugas Neurosciences, Inc. | Director | Since Apr 2025 | Board service (biotechnology) . |
| Atavisk Bio, Inc. | Director | Since Jan 2022 | Board service (biotechnology) . |
| Circle Pharma, Inc. | Director | Since May 2020 | Board service (biotechnology) . |
| Nura Bio, Inc. | Director | Current; start date not disclosed | Board service (biotechnology) . |
| VHL Alliance | Director (non-profit) | Current; start date not disclosed | Non-profit board service . |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance Committee (members: Garry Nicholson, John Josey (Chair), Habib Dable) .
- Independence: Board determined all non-employee directors (including Josey) are independent under SEC/Nasdaq rules; all board committees are composed of independent directors .
- Meeting cadence and attendance: 2024 meetings—Board (10), Audit (4), Compensation (5), Nominating & Corporate Governance (4); each director attended at least 75% of the aggregate of board and committee meetings during service .
- Executive sessions and leadership: Independent directors hold regular executive sessions; presiding director for such sessions is the independent Board Chair (currently Garry Nicholson). CEO and Chair roles are separated .
Fixed Compensation (Director)
| Item | Amount |
|---|---|
| 2024 Fees Earned or Paid in Cash (Josey) | $53,625 |
| Director cash retainer policy (effective Jul 2024): Annual cash retainer | $43,500 |
| Committee chair fees: Audit / Comp / Nominating-Gov | $20,000 / $15,000 / $10,000 |
| Committee member fees: Audit / Comp / Nominating-Gov | $10,000 / $7,500 / $5,000 |
| Non-executive Board Chair retainer (if applicable) | $32,500 |
Notes: The table above shows Josey’s actual cash paid in 2024 and the current policy schedule; the proxy does not break out Josey’s 2024 fees by component beyond the total .
Performance Compensation (Director)
| Equity Element | 2024 (Josey) | Policy Details |
|---|---|---|
| Option Awards (grant-date fair value) | $278,600 | Initial appointment option grant valued up to $624,000 (ASC 718), vesting monthly over 36 months; accelerates in full upon a “corporate transaction” (as defined) . |
| Annual option grant (policy) | — | Annual option grant valued up to $312,000 (ASC 718), vesting monthly over 12 months; accelerates in full upon “corporate transaction” . |
| Vesting schedules | — | Options: monthly; Director awards are time-based, not performance-metric-based . |
Josey’s holdings (as of year-end) include options and prior stock awards (see Equity Ownership section). No director-specific performance metrics are tied to equity; awards are time-based under the policy .
Other Directorships & Interlocks
| Company | Type | Role/Notes |
|---|---|---|
| Tortugas Neurosciences, Inc.; Atavisk Bio, Inc.; Circle Pharma, Inc.; Nura Bio, Inc. | Biotechnology | Current director roles (see tenures above) . |
| VHL Alliance | Non-profit | Current director role . |
- Compensation Committee interlocks: 2024 comp committee members were Holles (Chair), Grossman, Nicholson, Becker; no disclosable relationships; Josey was not listed on the compensation committee .
- Related-party transactions: Company reports no transactions >$120,000 since Jan 1, 2024 involving directors or related persons (includes directors and 5% holders) .
Expertise & Qualifications
- Advanced degrees: B.S. Chemistry (Colorado State University); Ph.D. Organic Chemistry (University of Texas at Austin); M.B.A. (University of Colorado); postdoctoral fellow (Damon Runyon–Walter Winchell) at Caltech .
- Domain expertise: Oncology drug discovery/development (CEO of Peloton Therapeutics; leadership at Array Biopharma); operator-chemist background; venture partner perspective via The Column Group .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (3/20/2025) | 232,313 shares; less than 1% of outstanding . |
| Breakdown (3/20/2025) | 72,292 shares held directly; 160,021 options exercisable within 60 days . |
| Options/stock awards held (12/31/2024) | 162,716 options; 65,292 stock awards (unvested RSUs/stock awards) . |
| Hedging/pledging | Company policy prohibits hedging and pledging of company securities by directors/officers/employees . |
| Ownership guidelines | Not disclosed in the proxy; no director stock ownership guideline section identified. |
| Pledged shares | No pledging disclosed in beneficial ownership table; policy bars pledging . |
Governance Assessment
- Strengths: Independent director with deep oncology R&D and operating experience; chairs Nominating & Corporate Governance (board refreshment, governance policies) . Independence affirmed; committees fully independent; regular executive sessions; CEO/Chair split enhances oversight . Attendance met threshold in 2024; active committee cadence .
- Alignment: Director pay includes meaningful equity via time-vested options; 2024 mix shows cash $53,625 and option value $278,600; policy provides structured annual grants and vesting aligned with continued service .
- Conflicts/related-party: No related-party transactions with Josey reported since Jan 1, 2024; anti-hedging/pledging policy reduces alignment risk .
- Watch items: Multiple external directorships (private/biotech and non-profit) increase network breadth but require ongoing monitoring for potential interlocks; company reports none requiring disclosure and confirms independence .
Director Compensation (2024) – Josey
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $53,625 |
| Option Awards (grant-date fair value) | $278,600 |
| Total | $332,225 |
Equity Holdings Detail – Josey
| Metric | Amount | As-of |
|---|---|---|
| Beneficial Ownership (Total) | 232,313 | Mar 20, 2025 |
| Direct Shares | 72,292 | Mar 20, 2025 |
| Options Exercisable ≤60 days | 160,021 | Mar 20, 2025 |
| Shares Underlying Option Awards Held | 162,716 | Dec 31, 2024 |
| Shares Underlying Stock Awards Held | 65,292 | Dec 31, 2024 |
Summary Signals for Investors
- Governance influence: As Nominating & Governance Chair, Josey helps shape board composition, refreshment, and ESG oversight—positive for board effectiveness .
- Independence and engagement: Independent status, separated CEO/Chair, and solid attendance support oversight quality .
- Alignment and risk controls: Equity-based director pay plus anti-hedging/pledging policy support alignment; no related-party transactions disclosed in 2024–2025 proxy period .