Valerie Harding-Start
About Valerie Harding-Start
Valerie Harding-Start, Ph.D., age 65, has served as an independent Class I director of Erasca since June 2019. She is a pharmaceutical sciences and CMC (chemistry, manufacturing, and controls) expert with prior leadership at Pfizer and Ignyta; she holds a B. Pharm. from the University of London and a Ph.D. in Pharmaceutical Microbiology from the University of Nottingham . She is currently a principal and advisor at Start Pharma Consulting LLC and is a thought partner with Smallify LLC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ignyta, Inc. | SVP, CMC; Site Head during acquisition by Roche | 2015–Jan 2019 | Led CMC; operational leadership through acquisition integration |
| Pfizer, Inc. | VP, Product Differentiation, Pharmaceutical Sciences, Worldwide R&D | Not disclosed | Pharmaceutical sciences leadership; product differentiation focus |
External Roles
| Organization | Role | Tenure | Focus |
|---|---|---|---|
| Start Pharma Consulting LLC | Principal and Advisor | Since Feb 2019 | CMC and pharma consulting |
| Smallify LLC | Thought partner, community of practice | Not disclosed | Innovation capacity-building |
Board Governance
- Independence: Independent director (Nasdaq) .
- Current committee assignments: Compensation Committee (member); Nominating & Corporate Governance Committee (Chair) .
- Board/committee activity and attendance:
- Board met 6 times in 2024; each director attended at least 75% of Board and relevant committee meetings .
- Compensation Committee met 5 times in 2024; Nominating & Corporate Governance met 2 times .
- Lead Independent Director: James A. Bristol, Ph.D. (role established for independent oversight) .
Fixed Compensation
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Cash retainer entitlement | 53,000 | Program rates for 2024: Board retainer $40,000; Nom/Gov chair $8,000; Comp member $5,000 |
| Option awards (grant-date fair value) | 91,689 | Includes incremental value from electing retainer in options ($5,823) |
| Total | 144,689 | Director compensation is mix of cash entitlements and options |
Non-employee director retainer schedule (2024):
- Board retainer $40,000; Lead independent director +$30,000; Chairs: Audit $15,000, Compensation $10,000, Nominating & Corporate Governance $8,000; Members: Audit $7,500, Compensation $5,000, Nominating & Corporate Governance $4,000 .
Updates adopted for 2025:
- Comp Committee chair/member increased to $12,000/$6,000; Nom/Gov chair/member increased to $10,000/$5,000; initial option grant increased to 240,000 and annual option grant to 120,000 .
Performance Compensation
| Equity Program Terms | 2024–2025 Details |
|---|---|
| Initial director option grant | 120,000 options vest over 3 years; increased to 240,000 for 2025+ |
| Annual director option grant | 60,000 options vest on earlier of 1 year or next annual meeting; increased to 120,000 for 2025+ |
| Election to receive cash retainer in options | Allowed; options granted equal in value to cash retainer using Black‑Scholes; vest monthly over 12 months . Harding‑Start’s option awards include incremental value from such election ($5,823) |
| Vesting, triggers, and pricing | Options priced at no less than closing price on grant date; standard time‑based vesting; no performance metrics disclosed for director awards |
No director performance metrics (e.g., TSR, revenue, ESG) tied to director equity awards were disclosed; awards are time-based .
Other Directorships & Interlocks
- Current public company directorships: None disclosed for Harding‑Start .
- Network ties: Several ERAS directors and executives have prior Ignyta experience (e.g., Lim, Multani, Bristol), indicating a shared professional network; not a related-person transaction per se .
Expertise & Qualifications
- Deep CMC and pharmaceutical sciences expertise; senior leadership roles in biopharma R&D/manufacturing .
- Governance: Chair of Nominating & Corporate Governance; contributes to corporate governance, ESG oversight, board evaluation .
- Education: B. Pharm (University of London); Ph.D. in Pharmaceutical Microbiology (University of Nottingham) .
Equity Ownership
| Category | Amount (shares) | % of Outstanding | Notes |
|---|---|---|---|
| Total beneficial ownership | 361,340 | <1% | As of April 15, 2025 |
| Direct holdings | 2,000 | — | Personal shares |
| Family trust | 20,000 | — | Co‑trustee |
| Options exercisable ≤60 days | 339,340 | — | Currently or within 60 days exercisable |
Company-level policies:
- Prohibition on pledging and hedging for directors/officers/employees .
Governance Assessment
- Board effectiveness: Harding‑Start is independent, chairs Nominating & Corporate Governance, and serves on Compensation—positions central to director selection, governance oversight, and pay practices . Meeting cadence (Board 6x; Comp 5x; Nom/Gov 2x) and ≥75% attendance across directors support engagement .
- Pay alignment: 2024 director compensation combines cash retainer entitlement ($53k) with meaningful equity ($91.7k), and the program permits election of options in lieu of cash; Harding‑Start’s option awards include incremental value from such an election, indicating willingness to take equity at risk .
- Independence and conflicts: Board deems Harding‑Start independent under Nasdaq rules; no related-person transactions involving her are disclosed; company maintains an Audit Committee review process and a related-person transaction policy .
- Ownership alignment: Beneficial ownership includes direct shares and a modest trust position, plus a substantial number of currently exercisable options; company prohibits pledging/hedging, reducing alignment risk .
- Compensation governance: Compensation Committee (independent) retained Alpine Rewards as an independent consultant; committee affirmed no conflicts of interest—positive for pay governance quality .
Potential Red Flags (monitoring)
- Network concentration: Multiple directors with prior Ignyta ties could reduce diversity of viewpoints; continue to watch for independence of judgment in key decisions .
- Equity-heavy director pay: While aligning interests, options can amplify volatility exposure; ensure grant sizing remains within plan limits and free from timing issues. Program discloses grant timing safeguards and MNPI-related reporting for executives; director program is formulaic .
- Attendance detail: Proxy provides threshold (≥75%) rather than individual rates; consider requesting director-specific attendance in engagement meetings .
Appendix references
- Director slate and independence
- Biography and qualifications
- Committee assignments and chairs
- Director compensation program and 2025 updates
- 2024 director compensation table (cash and option awards)
- Security ownership and breakdown
- Pledging/hedging prohibition
- Related-person transactions policy and summary
- Compensation Committee consultant independence (Alpine)