Shannon Morris
About Shannon Morris
Shannon R. Morris, M.D., Ph.D., is Chief Medical Officer at Erasca (ERAS), serving in the role since April 2023 after joining in May 2022 as SVP, Clinical Development; she brings 20+ years of oncology development experience with prior leadership at Istari Oncology, G1 Therapeutics (led Cosela to BTD and NDA submission), MedImmune/AstraZeneca (supported Imfinzi BLA), and early-stage programs at GSK, alongside an adjunct clinical appointment at UNC treating breast and GI cancers . Her education includes an M.D. and Ph.D. (molecular virology) from Case Western Reserve University and a B.S. in Biological Sciences from Stanford University; she completed internal medicine residency and oncology fellowship at UNC . ERAS set her 2024 target bonus at 40% of salary tied to corporate clinical/regulatory and operational/financial objectives, which paid out at 115% of target (cash bonus $223,790) reflecting overachievement against company goals . Base salary increased from $470,000 (2023) to $486,500 (2024) and to $515,000 effective January 1, 2025, aligning with expanded responsibilities and competitive benchmarking .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Istari Oncology, Inc. | Vice President, Head of Clinical Development; Executive Committee member | Sep 2020–Mar 2022 | Led clinical development across portfolio; executive leadership responsibilities |
| G1 Therapeutics, Inc. | Vice President, Clinical Development | Apr 2017–Sep 2020 | Led Cosela development; achieved Breakthrough Therapy Designation; successful NDA submission |
| MedImmune (AstraZeneca) | Senior Director | Oct 2014–Mar 2017 | Supported Imfinzi BLA; led multiple early immuno-oncology programs |
| GSK plc | Roles of increasing responsibility | Prior to Oct 2014 | Early-phase development of AKT/PI3K/MEK inhibitors incl. Mekinist |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| University of North Carolina | Adjunct appointment; clinical care in breast and GI cancers | During GSK/MedImmune tenure | Maintained active clinical practice informing translational development |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of salary) | All Other Comp ($) | Notes |
|---|---|---|---|---|
| 2023 | 470,000 | 40% (NEO target) | — | 2024 salary increase disclosed as from $470,000 |
| 2024 | 486,500 | 40% | 10,350 (401(k) match) | Annual NEO bonuses paid at 115% of target for 2024 |
| 2025 (effective Jan 1) | 515,000 | Not disclosed | — | Increase approved Feb 2025 effective Jan 1, 2025 |
Performance Compensation
| Year | Metric Framework | Target (as % salary) | Payout Factor | Actual Bonus ($) | Vesting/Timing |
|---|---|---|---|---|---|
| 2024 | Corporate objectives tied to clinical/regulatory priorities and operational/financial objectives | 40% | 115% of target | 223,790 | Annual cash bonus paid for 2024 performance |
Equity incentives for Dr. Morris are time-based stock options under the 2021 Plan; ERAS typically vests options over four years, generally 1/48th monthly from the vesting commencement date (with certain earlier grants using 25% cliff then monthly) .
Equity Ownership & Alignment
- Beneficial ownership: 803,203 shares; less than 1% of shares outstanding (283,265,716 as of April 15, 2025) .
- Anti-pledging/hedging: ERAS policy prohibits pledging shares as collateral and prohibits hedging (e.g., prepaid forwards, swaps, collars, exchange funds), short sales, margin accounts, and derivatives on company stock—reducing misalignment risks .
- Clawback: Compensation recovery policy adopted per SEC/Nasdaq requiring recovery of erroneously paid incentive compensation to Section 16 officers for awards received on/after Oct 2, 2023 .
Outstanding Equity Awards (as of Dec 31, 2024)
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Vesting Terms |
|---|---|---|---|---|---|
| 6/20/2024 | 17,142 | 120,000 | 2.03 | 6/19/2034 | 1/48th monthly from 6/20/2024; acceleration per Severance Plan |
| 2/5/2024 | 111,625 | 424,175 | 1.70 | 2/4/2034 | 1/48th monthly from 2/1/2024; acceleration per Severance Plan |
| 4/10/2023 | 156,250 | 218,750 | 2.74 | 4/9/2033 | Monthly vesting; reference to 4/10/2023 for Dr. Morris |
| 2/1/2023 | 73,700 | 87,100 | 4.00 | 1/31/2033 | 1/48th monthly from 2/1/2023; acceleration per Severance Plan |
| 5/2/2022 | 193,750 | 106,250 | 7.91 | 5/1/2032 | 25% at 1-year anniversary (5/2/2023) then monthly; acceleration per Severance Plan |
Recent Option Grants and Grant-Date Economics
| Grant Date | Shares | Exercise Price | Grant-Date Fair Value | Notes |
|---|---|---|---|---|
| 2/1/2025 | 780,000 | Not disclosed | Not disclosed | 1/48th monthly from 2/1/2025; eligible for acceleration under Severance Plan |
| 6/20/2024 | 137,142 | $2.03 | $202,531 | 1/48th monthly from 6/20/2024; Item 402(x) timing disclosure included |
| 2/1/2024 | 535,800 | $1.70 (2/5/2024 table entry) | Included in 2024 option awards total $866,870 | 1/48th monthly from 2/1/2024; eligible for acceleration |
ERAS states all option exercise prices are no less than the closing price on the grant date .
Employment Terms
| Topic | Disclosure |
|---|---|
| Employment status | At-will; governed by an employment letter agreement as CMO |
| Base salary | $486,500 in 2024; increased to $515,000 effective Jan 1, 2025 |
| Target bonus | 40% of salary for 2024 |
| Severance Plan Tier | Tier 1 Covered Employee |
| Qualifying termination (outside CIC window) | Cash severance: 9 months base pay; COBRA: 9 months; Equity: accelerate vesting of awards that would have vested in next 9 months; release and restrictive covenants (non-solicit, non-disparagement) required |
| Qualifying termination within 12 months post-CIC | Cash: 12 months base pay + 1.0x target bonus (lump sum); COBRA: 12 months; Equity: 100% vesting acceleration; release/covenants required |
| 280G cutback | “Better-off” cutback to avoid 4999 excise tax if applicable |
| Clawback | Policy to recover erroneously paid incentive comp for Section 16 officers (post Oct 2, 2023) |
| Hedging/Pledging | Prohibited (no pledging collateral, no hedging, no short sales/margin/derivatives) |
Compensation Structure Notes
- Cash vs. equity mix: 2024 total comp was primarily options-based (option awards grant-date fair value $866,870) with base salary $486,500 and cash bonus $223,790; indicates high at-risk, equity-leaning package typical for clinical-stage biotech .
- Option cadence and sizing: Sequential option grants in Feb 2024 (535,800), Jun 2024 (137,142), and Feb 2025 (780,000) with monthly vesting support retention but create steady future vesting supply that could translate into selling pressure if meaningfully in-the-money .
- Performance metrics: Annual cash bonus tied to corporate clinical/regulatory and operational/financial objectives; 2024 paid at 115% of target, showing Compensation Committee discretion aligned to company goal attainment; no PSUs/TSR metrics disclosed for equity .
Investment Implications
- Alignment and incentives: Prohibition on pledging/hedging and adoption of a clawback policy enhance alignment; beneficial ownership is <1% (803,203 shares), with significant unvested options providing upside leverage to value creation in the pipeline .
- Retention and selling pressure: Monthly vesting across large 2024–2025 option grants supports retention but implies consistent incremental vesting; if options move in-the-money, gradual insider selling could occur to cover taxes/liquidity, though formal hedging/pledging is barred .
- Change-of-control posture: Tier 1 economics (12 months’ salary + 1x target bonus, 12 months COBRA, and 100% acceleration on CIC termination) are standard and could modestly increase management’s openness to strategic alternatives without being excessive; outside CIC, 9-month severance and partial acceleration (next 9 months) balance retention with shareholder protection .
- Execution track record: Prior leadership on successful approvals/filings (Cosela, Imfinzi) is a positive signal for ERAS’s clinical execution; bonus overachievement in 2024 ties to achieving clinical/operational milestones, reinforcing pay-for-performance linkage .
Sources: ERAS 2025 DEF 14A (published April 29, 2025) for biography, compensation, equity, ownership, policies, and severance plan terms .