Raymond Stevens
About Raymond Stevens
Raymond Stevens, Ph.D., 61, is co‑founder and Chief Executive Officer of Structure Therapeutics (GPCR) since May 2019 and a director since February 2019; he previously founded USC’s Bridge Institute (Founding Director/Professor, 2014–2019), founded ShanghaiTech’s iHuman Institute (Founding Director/Adjunct Professor, since 2012), and was a Professor at The Scripps Research Institute (1999–2014) . He serves on Danaher Corporation’s (DHR) board and is a member of its Audit and Science & Technology committees; education includes a B.A. in Chemistry (University of Southern Maine), Ph.D. in Organic Chemistry (USC), and post‑doc at Harvard . GPCR’s 2024 corporate goals were certified at 95% achievement, and 2024 CEO bonus paid at 95% of target; shareholder say‑on‑pay in 2025 received 115,026,066 “For” vs 19,231,338 “Against” votes . Pay-versus-performance disclosure shows “Compensation Actually Paid to PEO” of $1.735M (2024) and $22.058M (2023), reflecting equity valuation dynamics rather than cash paid .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| University of Southern California – Bridge Institute | Founding Director and Professor | 2014–2019 | Established cross‑disciplinary institute; led academic programs prior to GPCR tenure . |
| ShanghaiTech University – iHuman Institute | Founding Director and Adjunct Professor | 2012–present | Founded institute focused on structural biology; ongoing adjunct role . |
| The Scripps Research Institute | Professor (Integrative Structural & Computational Biology/Chemistry) | 1999–2014 | Led structural biology and drug discovery research programs . |
| Receptos (acquired by Celgene/BMS) | Founder and Director (former) | n/a | Company creation and board service culminating in strategic exit . |
| Syrxx (acquired by Takeda) | Founder (former) | n/a | Company creation leading to strategic acquisition . |
External Roles
| Organization | Role | Committees/Notes | Years |
|---|---|---|---|
| Danaher Corporation (NYSE: DHR) | Director | Audit Committee; Science & Technology Committee | Current . |
Board Service at GPCR (governance/independence)
- Director since February 2019; CEO since May 2019; received no additional compensation for board service in 2024 or 2023 (dual‑role: CEO + director) .
- Committee roles and independence: serves on the Research & Development Committee; Board states all committees are independent under Nasdaq rules except for Dr. Stevens’ membership on the R&D Committee (consistent with his executive role) .
- Board structure and activity: seven directors; majority independent; in 2024 the Board met 7 times; no director attended fewer than 75% of aggregate Board and committee meetings .
- Non‑employee director program exists (cash retainers, options); CEO does not receive director pay .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary (paid) ($) | 595,852 | 634,246 |
| Base Salary Rate at year‑end ($) | — | 640,090 |
| Target Bonus % | — | 55% |
| All Other Compensation ($) | 13,200 | 13,800 |
| Notes | CEO bonus target % and base rate reflect 2024 settings; all‑other comp includes 401(k) match . | — |
Performance Compensation
- 2024 program design: significant “at‑risk” pay; annual bonus tied to pre‑established corporate goals; long‑term equity shifted to include RSUs and PSUs alongside options; CEO/CSO annual equity target mix in March 2024 was 50% options, 25% RSUs, 25% PSUs .
Annual Bonus (Cash) – 2024
| Item | Detail |
|---|---|
| Target Bonus % | 55% of year‑end base salary ($352,050 target) . |
| Corporate Goal Achievement | 95% (CEO bonus based on corporate goals only) . |
| Payout | $334,447 (95% of target) . |
PSUs – 2024 Grant (Performance Equity)
| Feature | Detail |
|---|---|
| Metrics/Weighting | Three equally‑weighted goals: clinical patient enrollment, strategic partnership, and R&D (each ~1/3) . |
| Performance Period | 15 months from Mar 15, 2024 to Jun 30, 2025 . |
| Vesting Mechanics | If a goal is certified achieved post‑6/30/25, 50% of associated PSUs vest at certification; remaining 50% vest 18 months later (overall ~33 months) . |
| CEO PSU Target Value (max potential) | $1,582,514 maximum potential grant date value at highest performance; accounting policy notes apply . |
RSUs – 2024 Grant (Time‑vesting Equity)
| Feature | Detail |
|---|---|
| Vesting | One‑fourth on each anniversary of March 1, 2024 (annual tranches) . |
| CEO Unvested Units and Value at 12/31/24 | 134,682 units; $1,217,525 market value (ADS close $27.12 ⇒ $9.04 per ordinary share) . |
Options – 2024 Grant (Time‑vesting Options)
| Feature | Detail |
|---|---|
| Vesting | 25% on first anniversary of March 1, 2024; remaining 75% monthly over 36 months . |
| 2024 CEO Option Grant (unexercisable at 12/31/24) | 335,481 options at $11.75, expiring 3/14/2034 . |
Summary Compensation Table (select CEO lines)
| Component ($) | FY 2023 | FY 2024 |
|---|---|---|
| Salary | 595,852 | 634,246 |
| Share Awards (RSUs/PSUs grant-date value) | 0 | 1,582,514 |
| Option Awards (grant-date value) | 6,500,534 | 3,173,843 |
| Non‑Equity Incentive (Annual Bonus) | 281,325 | 334,447 |
| All Other Compensation | 13,200 | 13,800 |
| Total | 7,390,911 | 5,738,850 |
Pay vs Performance (PEO)
| Year | Compensation Actually Paid to PEO ($) |
|---|---|
| 2023 | 22,057,982 |
| 2024 | 1,735,001 |
Long‑Term Equity Awards Detail (CEO holdings at 12/31/24)
| Grant Date | Type | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Unvested RSUs (#) | RSU Value ($) | Unearned PSUs (#) | PSU Value ($) |
|---|---|---|---|---|---|---|---|---|---|
| 1/22/2021 | Option | 477,525 | 11,241 | 0.48 | 1/21/2031 | — | — | — | — |
| 2/2/2023 | Option | 733,308 | 866,692 | 5.00 | 2/1/2033 | — | — | — | — |
| 3/15/2024 | Option | — | 335,481 | 11.75 | 3/14/2034 | — | — | — | — |
| 3/15/2024 | RSU | — | — | — | — | 134,682 | 1,217,525 | — | — |
| 3/15/2024 | PSU | — | — | — | — | — | — | 134,682 | 1,217,525 |
Notes: RSU/PSU market values based on ADS close $27.12 on 12/31/24 ($9.04 per ordinary share) as disclosed; numbers shown for PSUs reflect target under SEC disclosure rules .
Equity Ownership & Alignment
| Category | Amount |
|---|---|
| Total Beneficial Ownership | 3,773,335 ordinary shares (incl. equivalents and options) – 2.2% of outstanding as of 4/17/2025 . |
| Breakdown | (i) 508,664 ordinary shares held directly; (ii) 171,174 ordinary shares underlying ADSs; (iii) 1,554,586 ordinary shares held by the Stevens 2001 Revocable Trust + 12,000 ordinary shares underlying ADSs held by the Trust; (iv) 1,526,911 ordinary shares underlying options exercisable within 60 days . |
| Hedging/Pledging | Prohibited for directors and officers (no derivatives, no margin, no pledging) . |
| Insider Ownership Group | Execs/directors as a group: 9,917,747 ordinary shares (5.6%) as of 4/17/2025 . |
Employment Terms
- Employment agreement entered May 2019; at‑will; eligible for annual bonus based on corporate/individual objectives determined by Board (CEO evaluated by Board on Compensation Committee recommendation) .
- Severance & Change‑in‑Control (CIC) Plan (double‑trigger; no single‑trigger benefits; no excise tax gross‑ups):
- Regular termination (without cause/for good reason, outside CIC window): 12 months base salary, 100% of target bonus (CEO only), up to 12 months COBRA, and acceleration of time‑vested equity that would vest within 12 months .
- CIC termination (within 3 months before to 12 months after CIC): 18 months base salary, 150% of target bonus, up to 18 months COBRA, and full acceleration of time‑vesting equity; performance awards vest at target unless award documents specify otherwise; if awards are not assumed/continued/substituted in certain CIC transactions, full acceleration applies immediately prior to CIC .
- Plan/Policy backstop: 2023 Equity Plan and prior 2019 Plan govern equity award treatment in corporate transactions; Board retains discretion in certain scenarios .
- Clawback: Dodd‑Frank compliant incentive compensation recovery policy in place .
- Standard confidentiality, non‑compete and non‑solicit undertakings in executive agreements; enforceability of non‑compete may be limited by applicable law .
Severance & CIC Economics (CEO)
| Scenario | Cash Multiple | Target Bonus Multiple | COBRA | Equity Treatment |
|---|---|---|---|---|
| Regular termination | 12 months base | 100% of target | Up to 12 months | Time‑based awards vesting within 12 months accelerate . |
| CIC termination (double‑trigger) | 18 months base | 150% of target | Up to 18 months | Full accel of time‑based; PSUs at target unless otherwise specified; non‑assumed awards accelerate . |
Compensation Structure Analysis (alignment and trends)
- 2024 added PSUs with mission‑critical clinical/strategic/R&D goals (three equal goals, 15‑month performance period), improving pay‑for‑performance rigor vs prior option‑heavy mix .
- CEO bonus tied solely to corporate objectives; 2024 payout at 95% reflects near‑achievement of preset goals and a variable cash component responsive to execution .
- Governance protections: no single‑trigger CIC, no excise tax gross‑ups, clawback policy, no hedging/pledging; independent comp committee with outside consultant (Aon); peer group targeted to 50th–75th percentiles with discretion as appropriate .
- Say‑on‑pay support: shareholders approved 2025 advisory vote on NEO compensation (115,026,066 For; 19,231,338 Against; 101,028 Abstain) and preferred annual frequency, indicating broad investor support for program design .
Related Party/Other Governance
- No CEO director fees; director program includes cash retainers and options for non‑employee directors; committee membership and chair roles disclosed; independence determinations affirm majority independent board and independent committees (apart from CEO on R&D) .
- Equity compensation plan capacity and evergreen features disclosed; ESPP and 2023 Plan auto‑increase mechanics noted (potential dilution considerations) .
Risk Indicators & Potential Selling Pressure
- Significant near‑/medium‑term vesting events: 2024 RSUs vest in four annual tranches on March 1 anniversaries; 2024 PSUs may vest 50% upon performance certification post‑June 30, 2025, with remaining 50% 18 months later; 2024 options vest monthly after first anniversary, adding incremental exercisable supply over time .
- Substantial in‑the‑money/exercisable options (1,526,911 within 60 days as of 4/17/2025) could create episodic selling supply as trading windows open; hedging/pledging prohibited reduces misalignment risk .
Compensation Peer Group (benchmarking context)
- Peer set constructed for 2024 decisions: public, pre‑commercial biotech/pharma, Phase 2 focus, market cap ~$0.8–$7B; examples include 89bio, Akero, Arrowhead, Biohaven, Denali, IDEAYA, Madrigal, Revolution Medicines, Vaxcyte, among others .
- Target positioning generally between 50th and 75th percentiles for cash and equity, with discretion for experience/performance/market factors .
Say‑on‑Pay & Shareholder Feedback (2025 AGM)
| Proposal | Result (Votes) |
|---|---|
| Election of Class II directors | Dobmeier: 133,703,367 For / 596,667 Against / 58,398 Abstain; Waldstreicher: 131,397,750 For / 2,896,656 Against / 64,026 Abstain . |
| Ratify E&Y (auditor) | 134,291,886 For / 27,066 Against / 39,480 Abstain . |
| NEO Compensation (Say‑on‑Pay) | 115,026,066 For / 19,231,338 Against / 101,028 Abstain . |
| Say‑on‑Pay Frequency | Annual preferred: 133,649,826 (1‑year) vs 30,855 (2‑year) vs 97,842 (3‑year) / 579,909 Abstain . |
Investment Implications
- Alignment: CEO holds 2.2% beneficial ownership and significant unexercised equity; hedging/pledging prohibitions and the introduction of PSUs with clinical/strategic metrics strengthen alignment with execution and shareholder value creation .
- Event‑driven supply: Monitor RSU tranche dates (March 1 annually), PSU certification/vesting after June 30, 2025, and ongoing monthly option vesting for potential incremental selling pressure around open trading windows; say‑on‑pay support suggests investor comfort with design .
- Downside protections limited: Severance terms are moderate (12–18 months base, 100–150% target bonus) and double‑trigger for CIC with full time‑based equity acceleration; no single‑trigger or gross‑ups reduce governance risk premiums .
- Pay‑for‑performance sensitivity: Bonus at 95% of target tied to corporate outcomes and PSU design anchors long‑term payouts to milestone delivery; “Compensation Actually Paid” demonstrates volatility from market‑based equity valuations, relevant for optics and retention .