Vojislav Vukovic
About Vojislav Vukovic
Delcath Systems’ Chief Medical Officer since June 2023, Dr. Vojislav Vukovic (age 58) is an experienced oncology drug-development leader with prior CMO roles at Aileron Therapeutics, Taiho Oncology, and Synta Pharmaceuticals. He holds an M.D. (University of Sarajevo) and an M.Sc. (radiation biology) and Ph.D. (tumor biology) from the University of Toronto, with active memberships in AACR, ASCO, ASH, and ESMO . During his tenure, Delcath commercially launched HEPZATO KIT in January 2024, a key corporate milestone . Company performance showed strong improvement in 2024, including a sharp TSR recovery and material revenue ramp post-launch; see below.
| Performance Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($USD) | $2.065 million* | $37.205 million* |
| EBITDA ($USD) | -$38.054 million* | -$12.276 million* |
| Cumulative TSR (Value of $100 Investment, end of year) | $52.79 | $152.79 |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Aileron Therapeutics | SVP & Chief Medical Officer | — | Led clinical development/medical affairs across oncology pipeline |
| Taiho Oncology Inc. | SVP & Chief Medical Officer | — | Oversaw global clinical development and medical affairs for commercial oncology drugs |
| Synta Pharmaceuticals Inc. | SVP & Chief Medical Officer | — | Directed late-stage oncology development and corporate strategy |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| American Association for Cancer Research (AACR) | Member | — | Scientific network and translational oncology insight |
| American Society of Clinical Oncology (ASCO) | Member | — | Clinical oncology leadership and trial design perspective |
| American Society of Hematology (ASH) | Member | — | Hematologic oncology expertise |
| European Society for Medical Oncology (ESMO) | Member | — | Global oncology standards and practice trends |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base salary rate ($) | $450,000 | $468,000 (4% increase) |
| Salary actually paid ($) | — | $465,000 |
| Target bonus (% of base) | 40% (offer letter) | 45% (employment agreement) |
| Actual annual bonus ($) | — | $210,600 (100% of target) |
Notes:
- Dr. Vukovic’s Annual Incentive Plan (AIP) for 2024 was based entirely on company performance across Clinical, Regulatory, Commercial, Manufacturing, and Finance, with the Compensation Committee determining 100% overall achievement, yielding a full target payout .
Performance Compensation
Annual Incentive Plan (Cash)
| Metric Category | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Clinical, Regulatory, Commercial, Manufacturing, Finance (Company performance) | Not disclosed | 100% of target | 100% achievement | 45% of 2024 base salary = $210,600 |
Equity Awards (Options)
| Grant Date | Award Type | Shares | Exercise Price | Vesting | Expiration |
|---|---|---|---|---|---|
| 6/20/2023 (Inducement) | Non-plan Stock Option | 150,000 | $5.93 | 33% at 1st anniversary; remaining 66% monthly over next 24 months | 6/20/2033 |
| 2/12/2024 (Annual) | Stock Option (2020 Plan) | 100,500 | $4.78 | Equal monthly installments over 3 years, first vesting on grant date | 2/12/2034 |
Outstanding at FY-end 2024 (as of 12/31/2024):
- 6/20/2023 grant: 74,628 exercisable; 75,372 unexercisable; $5.93 strike; exp. 6/20/2033
- 2/12/2024 grant: 30,712 exercisable; 69,788 unexercisable; $4.78 strike; exp. 2/12/2034
Governance protections:
- No option/SAR repricing without shareholder approval .
- Company-wide clawback policy adopted in compliance with Dodd-Frank/Nasdaq; awards subject to recoupment . Plan-level clawback provisions also apply .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 275,490 common shares (includes shares and options exercisable within 60 days); <1% of class |
| Directly held shares | 126,882 |
| Options exercisable within 60 days | 148,608 |
| Vested vs. unvested options (12/31/2024) | See Performance Compensation table; material unvested portion vests monthly through 2027 |
| Ownership guidelines | Not disclosed in proxy |
| Hedging/pledging | Company prohibits hedging and pledging of company stock (applies to executives and directors) |
| Clawback | Applies to cash and equity incentive compensation for covered executives under SEC/Nasdaq rules |
Implications for insider selling pressure:
- Monthly vesting of two option grants (2023–2027) produces a steady cadence of newly vested shares that may create periodic supply, subject to trading windows and personal decisions; pledging/hedging are prohibited .
Employment Terms
| Term | Details |
|---|---|
| Start at Delcath | June 2023 (CMO) |
| Current agreement | Employment Agreement dated July 25, 2024 |
| Base salary rate | $468,000 for 2024 (subject to annual review) |
| Target bonus | 45% of base salary (AIP) |
| Severance (without Cause / Good Reason) | 12 months’ base salary + pro‑rated bonus (Company discretion) + up to 12 months COBRA |
| Change-in-control (CIC) protection | Double-trigger: if terminated without Cause or resigns for Good Reason within CIC period, same cash/COBRA terms plus full acceleration of unvested stock options |
Performance & Track Record (context for pay-for-performance)
- Commercialization: HEPZATO KIT launched January 2024, shifting Delcath from R&D to commercial stage .
- Company performance signals (not solely attributable to the CMO):
- TSR: $100 invested grew to $152.79 at YE 2024 vs $52.79 at YE 2023, reflecting a strong turnaround .
- Revenue ramp and improving EBITDA in 2024 following launch (see table in “About”) — aligns with a commercialization inflection, though causality to an individual cannot be isolated. Values retrieved from S&P Global.
Compensation Structure Analysis
- Cash vs equity mix: 2024 pay includes base salary, a 100%‑of‑target AIP cash bonus (company goals), and meaningful option grants vesting monthly over three years — a structure that leans toward at‑risk, performance- and market-aligned pay via options with no RSUs/PSUs disclosed .
- Performance metrics: AIP tied to company-wide operational goals in Clinical, Regulatory, Commercial, Manufacturing, and Finance, with 100% achievement in 2024 .
- Retention features: Multi-year, monthly vesting of options and double-trigger CIC acceleration enhance retention while maintaining shareholder alignment through option-based upside .
- Governance: Clawback policy in place; anti-hedging/pledging; no option repricing without shareholder approval .
Investment Implications
- Alignment: Option-centric equity with multi-year vesting and anti-hedging/pledging policies supports shareholder alignment; double-trigger CIC avoids windfalls on deals .
- Execution risk: 2024 AIP paid at 100% and commercialization of HEPZATO indicate near-term objectives were met; sustaining commercial uptake remains key for long-term value .
- Supply considerations: Ongoing monthly vesting through 2027 could result in periodic selling capacity, although actual sales depend on trading windows and personal choices .
- Cost/dilution awareness: Continued use of options (and proposed equity plan share increases at the company level) underscores the importance of monitoring dilution, while governance guardrails (no repricing without shareholder approval) mitigate risk .