Fariborz Kamal
About Fariborz Kamal
Fariborz Kamal, Ph.D., age 62, is President and Chief Operating Officer of 4D Molecular Therapeutics (FDMT). He has served as President & COO since September 2022, previously COO from February 2020 to September 2022, and Chief Technical Officer from October 2018 to February 2020, reflecting a progression from technical leadership into enterprise operations . Dr. Kamal holds a B.S. in Chemistry (San Jose State University, 1986), an M.Sc. in Chemistry (The American University, 2000), and a Ph.D. in Chemistry (The American University, 2003), underpinning deep domain expertise in quality and regulatory CMC for advanced therapeutics . 2024 incentives were paid at 75% of target based on corporate and individual performance assessment, indicating partial attainment of annual operational milestones .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| 4D Molecular Therapeutics | President & Chief Operating Officer | Sep 2022 – Present | Enterprise operations leadership; accountable for corporate and individual performance objectives driving annual bonus outcomes |
| 4D Molecular Therapeutics | Chief Operating Officer | Feb 2020 – Sep 2022 | Built and scaled operations pre-commercial; bridged development-to-operations |
| 4D Molecular Therapeutics | Chief Technical Officer | Oct 2018 – Feb 2020 | Led Quality/Regulatory CMC; foundational technical systems |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AveXis Inc. | SVP, Quality & Regulatory CMC | May 2017 – Aug 2018 | Quality/CMC leadership in gene therapy; late-stage CMC rigor |
| Juno Therapeutics | VP, Quality | May 2015 – Apr 2017 | Established cell therapy quality systems |
| Intermune Inc. | VP, Quality & Regulatory CMC | Jan 2013 – Mar 2015 | Advanced regulatory CMC frameworks for biotech pipeline |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (paid) ($) | 489,389 | 546,273 |
| Base Salary Rate ($) | — | 536,000 effective Feb 18, 2024 (prior $498,837) |
| Target Bonus (%) | 45% | 45% |
| All Other Compensation ($) | — | 7,731 (cash paid in lieu of accrued/unused vacation tied to HR transition) |
| Total Compensation ($) | 4,544,260 | 734,607 |
Performance Compensation
Annual Cash Bonus (2024)
| Metric | Weighting | Target | Actual | Payout ($) | Vesting/Payment |
|---|---|---|---|---|---|
| Corporate performance | 90% | 100% of target | 75% achievement | Included in $180,603 Non-Equity Incentive | Paid early 2025 |
| Individual performance | 10% | Discretionary | Assessed by Board | Included in $180,603 Non-Equity Incentive | Paid early 2025 |
| Target bonus | — | 45% of base salary | — | — | — |
Notes: 2024 total bonus paid (non-equity incentive) to Kamal was $180,603; Board determined corporate achievement of 75% and applied weighting of 90% corporate/10% individual .
Equity Options (Grant Practices and 2023/2024 Snapshot)
| Attribute | Details |
|---|---|
| Grant cadence | Large 2023 Q4 grants intended to capture 2024 annual grants; no new NEO equity grants in 2024 |
| Exercise price policy | Options granted at closing trading price on grant date |
| Vesting mechanics | Most options vest 1/48 monthly; certain grants vest 25% at 1-year then 1/48 monthly thereafter |
| 2023 Kamal grant size | 260,000 options (Dec 11, 2023) |
Equity Ownership & Alignment
Beneficial Ownership
| As-of Date | Shares Owned | Options/RSUs Exercisable Within 60 Days | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|
| Apr 3, 2024 | 5,942 | 458,170 | 464,112 | <1% (asterisk denotes <1%) |
| Apr 21, 2025 | 5,942 | 608,800 | 614,742 | 1.3% (outstanding shares 46,324,642) |
Outstanding Options (as of Dec 31, 2024)
| Vesting Commencement Date | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration |
|---|---|---|---|---|
| 10/12/2018 | 214,887 | 0 | 8.27 | 10/11/2028 |
| 12/20/2018 | 71,930 | 0 | 8.27 | 12/19/2028 |
| 03/08/2021 | 56,250 | 3,750 | 41.66 | 03/07/2031 |
| 02/01/2022 | 49,583 | 20,417 | 15.78 | 01/31/2032 |
| 09/01/2022 | 33,750 | 26,250 | 8.04 | 08/31/2032 |
| 09/23/2022 | 8,437 | 6,563 | 8.06 | 09/22/2032 |
| 02/10/2023 | 34,375 | 40,625 | 20.24 | 02/09/2033 |
| 12/11/2023 | 65,000 | 195,000 | 14.42 | 12/10/2033 |
Vesting schedules: generally 1/48 monthly; 2018 grants and certain 2023 new-hire structures vest 25% at one year then monthly thereafter . Hedging transactions are prohibited by policy; no pledging policy disclosure found in proxy .
Employment Terms
| Provision | Outside CIC Period | Within CIC Period (Double Trigger: termination without cause/for good reason) |
|---|---|---|
| Cash severance | 9 months base salary (Kamal) | 12 months base salary |
| Bonus treatment | Pro-rated portion of target annual bonus at 100% assumption; plus any earned but unpaid prior-year bonus | 12 months of target bonus plus pro-rated portion; plus any earned but unpaid prior-year bonus |
| COBRA | 9 months | 12 months |
| Equity vesting | — | Full acceleration for each equity award; performance-vesting governed by award agreements |
| Conditions | Effective release; compliance with confidentiality and non-disparagement obligations |
Agreements are change-in-control severance agreements separate from offer letters; no non-compete/non-solicit specifics disclosed in proxy . Company adopted an exchange-act Rule 10D-1 clawback policy covering incentive-based compensation received on/after Oct 2, 2023 with recovery over three-year lookback upon restatement .
Compensation Structure Observations
- Front-loaded equity: Committee granted large options in Q4 2023 intended to cover 2024 annual grants; no NEO equity grants in 2024, indicating emphasis on long-term equity alignment with monthly vesting cadence .
- Pay mix shift YoY: 2023 compensation for Kamal was equity-heavy ($3.76m option grant-date fair value) versus 2024’s primarily cash mix (salary + $180,603 performance bonus), reducing near-term dilution but sustaining retention via 2023 grants .
- Bonus mechanics emphasize corporate milestones: 2024 payout set at 75% achievement level, with 90% corporate weighting for Kamal, aligning cash incentives to program execution rather than financial metrics (consistent with clinical-stage profile) .
Related Party and Governance Considerations
- Related party employment: Kamal’s son employed in IT; 2024 compensation ~$0.1m and granted RSUs/options with aggregate grant-date fair value ~$0.04m; transactions reviewed under related person policy (Audit Committee oversight) .
- Hedging prohibition: Insider Trading Compliance Policy prohibits hedging (e.g., zero-cost collars, forward sale contracts) .
- Stock ownership guidelines: No disclosure on executive ownership guidelines in the 2025 proxy; not found in 2024 proxy search either .
Investment Implications
- Alignment: Kamal’s significant vested and unvested option holdings (614,742 beneficially owned with 608,800 exercisable within 60 days as of April 21, 2025) align incentives with equity value creation; monthly vesting across grants smooths vesting events, potentially diffusing episodic selling pressure .
- Retention: Double-trigger CIC protections with full equity acceleration and 12 months base + COBRA are competitive but not excessive; outside CIC severance is nine months base + pro-rated bonus and COBRA, balancing retention with shareholder protections via clawback policy .
- Governance risk: The familial employment is modest in scale and disclosed; hedging is prohibited, reducing misalignment risk; absence of disclosed pledging policy or ownership guidelines is a monitoring item rather than an immediate red flag .