Amit Munshi
About Amit Munshi
Amit Munshi, age 57, has served on IKT’s Board since October 2024 and is the non‑executive Chairperson of the Board. He is independent under Nasdaq and Exchange Act rules and brings 30+ years of biopharma leadership, including CEO roles at Arena Pharmaceuticals, ReNAgade Therapeutics, and Orna Therapeutics, and audit committee experience at other public biotechs. He holds a B.S. in Economics and a B.A. in History from UC Riverside and an MBA from the Peter F. Drucker School at Claremont Graduate University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Orna Therapeutics, Inc. | President & CEO; Director | May 2024 – Apr 2025 | Led RNA therapeutics company |
| ReNAgade Therapeutics, Inc. | President & CEO; Director | May 2023 – May 2024 | Company acquired by Orna (May 2024) |
| Arena Pharmaceuticals, Inc. | President & CEO; Director | May 2016 – Mar 2022 | Led turnaround; acquired by Pfizer (Mar 2022) |
| Epirus Biopharmaceuticals | CEO | May 2012 – May 6, 2016 | Filed for bankruptcy July 25, 2016 (historical risk context) |
| Percivia LLC | CEO | Prior to Epirus | Later acquired by Johnson & Johnson |
| Kythera Biopharmaceuticals | Co‑founder & Chief Business Officer | Prior to Percivia | Acquired by Allergan; BD and portfolio leadership |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Zura Bio Ltd. (Nasdaq: ZURA) | Chairman | Since Mar 2023 | Audit; Compensation |
| Galecto Inc. (Nasdaq: GLTO) | Director | Since May 2020 | Audit Committee |
| Enterprise Therapeutics (Private) | Chairman | Since Jan 2020 | Board leadership |
| Pulmatrix Inc. (Nasdaq: PULM) | Director | Jun 2017 – Mar 2021 | Audit Committee |
Board Governance
- Board leadership: Munshi serves as non‑executive Chair; CEO is Mark Iwicki .
- Independence: All non‑employee directors, including Munshi, are independent under Nasdaq and Exchange Act Rules 10A‑3 and 10C‑1; only the CEO is not independent .
- Board classification: Staggered three classes; Munshi is Class II (term to 2028 following 2025 re‑election) .
- Attendance: The Board met 16 times in 2024; each director attended ≥75% of Board and committee meetings during periods served .
- Committees (2024 activity in parentheses):
- Audit: Chair Arvind Kush; members Vincent Aurentz, Dennis Berman (held four meetings) .
- Compensation: Members Dennis Berman (Chair), Amit Munshi, Arvind Kush (held two meetings) .
- Corporate Governance & Nominating: Chair Roberto Bellini; members David Canner, Vincent Aurentz (held four meetings) .
| 2025 Annual Meeting Director Votes | Munshi | Canner |
|---|---|---|
| Votes For | 56,789,636 | 57,684,839 |
| Votes Withheld | 914,072 | 18,869 |
| Broker Non‑Votes | 3,404,865 | 3,404,865 |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| 2024 Fees Earned (cash) | $14,283 | Pro‑rated for late‑year board service (joined Oct 2024) |
| 2025 Cash Retainers (effective Jan 1, 2025) | $60,000 Board member; +$30,000 additional for Board Chair; +$18,000 Comp Comm Chair; +$9,000 Comp Comm member; +$24,000 Audit Chair; +$12,000 Audit member; +$12,000 Nominating Chair; +$6,000 Nominating member (paid quarterly, pro‑rated) | Munshi is Board Chair and Compensation Committee member |
| 2024 Director Compensation Mix (Munshi) | Cash | Equity (Option Award grant‑date fair value) | Total |
|---|---|---|---|
| Year Ended Dec 31, 2024 | $14,283 | $96,058 | $110,340 |
Performance Compensation
| Award Type | Grant Date | Shares/Units | Exercise Price | Vesting | Expiration | Notes |
|---|---|---|---|---|---|---|
| New Director Stock Option | Oct 21, 2024 | 60,000 | $2.22 (per media report) | 50% on each of first two anniversaries | Not stated | Company disclosure of 60,000‑share new director grant; vesting schedule |
| Annual Director Stock Option | Jul 16, 2024 | 30,000 | Not stated | Full vest by 1‑year anniversary or day prior to next annual meeting | Not stated | Granted to each non‑employee director |
| Option Repricing (Directors) | Oct 9, 2024 | N/A | Repriced to $1.26; additional options at $1.45 (Series A‑1 contingent) and $1.56 (Series B‑1 contingent) | Mix of immediate and contingent vesting dependent on warrant exercise | Not stated | Stockholder approval Jan 3, 2025 |
| Stock Option (Form 4) | Feb 14, 2025 (filed Feb 19, 2025) | 56,600 | $2.35 | Vested/exercisable on grant | Feb 14, 2035 | Form 4 filed; director status checked |
| Stock Option (Form 4) | Feb 14, 2025 (filed Feb 19, 2025) | 116,585 | $2.35 | Vests in two equal annual installments on Oct 24, 2025 and Oct 24, 2026 | Feb 14, 2035 | Form 4 filed; matches new director vest schedule dates |
| Director Annual Equity Value Cap | N/A | N/A | N/A | N/A | N/A | Annual cap: max total grant‑date fair value ≤$750,000 per non‑employee director |
Other Directorships & Interlocks
- Current public boards: Zura Bio (Chairman; Audit and Compensation member), Galecto (Director; Audit member). Private: Enterprise Therapeutics (Chairman). Historical: Pulmatrix (Audit member) .
- Related party transactions: Company reports no related‑party transactions ≥$120,000 since Jan 1, 2023 involving directors or their immediate family members; audit committee oversees related‑party transaction policy .
Expertise & Qualifications
- Executive leadership across biopharma (product development, portfolio management, BD); prior CEO tenures; audit committee service at public biotechs .
- Education: B.S. Economics, B.A. History (UC Riverside); MBA (Peter F. Drucker School, Claremont) .
Equity Ownership
| Beneficial Ownership | Nov 11, 2024 | May 1, 2025 |
|---|---|---|
| Shares Beneficially Owned | 365,000 (held by Amit Munshi Revocable Trust) | 488,409; “less than one percent” of shares outstanding |
| Percent of Shares Outstanding | “*” less than 1% | “*” less than 1% (base: 74,341,540 shares outstanding) |
| Options counted as beneficial (within 60 days) | Not specified in table; director options outstanding include aggregate 60,000 as of 12/31/2024 | Included per SEC rules for options exercisable within 60 days |
Insider Trades
| Date | Type | Shares | Price | Notes |
|---|---|---|---|---|
| Oct 21, 2024 | Open market purchase (indirect via trust) | 365,000 | $1.37 | Reported in media and insider trackers |
| Feb 14, 2025 (filed Feb 19, 2025) | Stock option grant | 56,600 | $2.35 | Vested on grant; expires Feb 14, 2035 |
| Feb 14, 2025 (filed Feb 19, 2025) | Stock option grant | 116,585 | $2.35 | Vests Oct 24, 2025 and Oct 24, 2026; expires Feb 14, 2035 |
| Feb 21, 2025 | Share issuance (merger consideration, per tracker) | 57,265 | N/A | As reported by StockTitan (verify with EDGAR) |
Governance Assessment
- Board effectiveness: Munshi’s role as independent Chair and Compensation Committee member strengthens oversight and pay governance; Board and committee independence confirmed under Nasdaq and SEC rules .
- Alignment signals: Meaningful open‑market purchase (365,000 shares) and ongoing option grants indicate skin‑in‑the‑game; beneficial ownership rose from 365,000 (Nov 2024) to 488,409 (May 2025) .
- RED FLAG: Director option repricing on Oct 9, 2024 to $1.26 (with contingent $1.45 and $1.56 options), later approved Jan 3, 2025—repricing of director options can be viewed as shareholder‑unfriendly unless well‑justified; investors should monitor rationale and outcomes .
- Attendance and engagement: Board met frequently (16 meetings in 2024) with ≥75% attendance across directors; Munshi re‑elected in 2025 with strong support (56.8M votes for) .
- Conflicts: Company reports no related‑party transactions meeting materiality thresholds since Jan 1, 2023; audit committee reviews any such matters .
Overall, Munshi’s independent Chair role, committee service, and ownership indicate alignment and governance engagement, with the 2024 option repricing a notable item for investors to track through future disclosures .