Robert Perez
About Robert Perez
Robert Perez, age 60, is an independent Class II director of Immunocore (IMCR) who has served on the board since September 2019; his current term runs until the 2026 AGM . He is Chair of the Nominating & Corporate Governance Committee and a member of the Audit Committee, and the board affirms his independence under Nasdaq rules . Perez is an Operating Partner in General Atlantic’s Operations Group and was previously President & CEO of Cubist Pharmaceuticals (acquired by Merck in 2015) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| General Atlantic | Operating Partner (biopharma/life sciences focus) | 2019–present | Advisory and operational support to portfolio companies |
| Vineyard Sound Advisors | Managing Director | Mar 2015–Jan 2019 | Advised growth biopharma companies |
| Cubist Pharmaceuticals | President & CEO; earlier roles 2003–2015 | 2003–2015 | Led company to sale to Merck; extensive operating experience |
| Biogen | Vice President, CNS Business Unit | Pre-2003 | Senior operating leadership in CNS franchise |
External Roles
| Organization | Role | Tenure/Notes |
|---|---|---|
| Vir Biotechnology (NASDAQ: VIR) | Director | Since Jan 2017 |
| Third Harmonic Bio (NASDAQ: THRD) | Director | Since Feb 2022 |
| Rapport Therapeutics (NASDAQ: RAPP) | Director | Since Nov 2024 |
| Prior public boards | Director | AMAG, Cidara, Spark Therapeutics, Unum Therapeutics, Zafgen (prior service) |
| General Atlantic | Operating Partner | Ongoing external operating role |
Board Governance
- Independence and leadership: The board determined Perez is independent; he chairs Nominating & Corporate Governance and serves on Audit (all Audit members are independent) .
- Attendance and engagement: In 2024, the board met 4 times; committees met 4 (Audit), 6 (Remuneration), and 4 (Nominating & Corporate Governance). All directors attended ≥75% of their meetings except Dr. Herbst; by implication Perez met the ≥75% threshold .
- Executive sessions: Independent directors held four executive sessions in 2024 .
- Tenure: Director since September 2019; Class II term runs to the 2026 AGM .
Fixed Compensation
| Component | Policy/Structure | 2024 Perez Actual |
|---|---|---|
| Cash retainer | $50,000 annual director retainer | $0 (elected to forgo) |
| Committee fees | Audit member $10,000; Nominating & Corporate Governance chair $10,000 | $0 (elected to forgo) |
| Other cash/benefits | Reimbursement; tax equalization may apply; no pensions for NEDs | $0 |
Notes: Perez elected to forgo remuneration for board service (both cash and equity) in 2024, consistent with prior disclosures for him as a NED .
Performance Compensation
| Equity Element | Normal Structure for NEDs | 2024 Perez Actual |
|---|---|---|
| Annual option grant | Automatic grant targeting ~$400,000 fair value; typically vests at earlier of 1 year or day before next AGM; 10-year term; exercise price = FMV; time-based (no performance metrics) | $0 option grant value; no options outstanding |
| Initial option grant (on joining) | ~$325,790 equivalent; vests monthly over 3 years (time-based) | Not applicable in 2024; no outstanding options reported |
Non-executive director equity awards are time-based and not subject to performance conditions; performance awards are not issued to NEDs under the policy .
Other Directorships & Interlocks
| Area | Details |
|---|---|
| Current public boards | Vir Biotechnology; Third Harmonic Bio; Rapport Therapeutics |
| Prior public boards | AMAG, Cidara, Spark Therapeutics, Unum Therapeutics, Zafgen |
| Investor nomination history | Perez was originally nominated to IMCR’s board by General Atlantic under pre-IPO arrangements; he continues to forgo director remuneration |
| Related-party/transactions | The proxy’s related-person transactions section does not describe any transactions involving Perez; company policy requires Audit Committee review of any such transactions over $120,000 |
Potential interlock observation: As an Operating Partner at General Atlantic and director at other biotechs, monitoring for future related-party transactions is prudent; none are disclosed involving Perez for 2024–2025 .
Expertise & Qualifications
- Operating and CEO experience in biopharma (former Cubist CEO) .
- Strategic and investment oversight via General Atlantic Operating Partner role .
- Broad board experience across multiple public biotechs (commercial, R&D, governance) .
- Audit Committee experience; serves as Nominating & Corporate Governance Committee Chair at IMCR .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (ordinary shares) | 0 shares (not listed with holdings; beneficial ownership table shows “—”) |
| Options – exercisable | 0 (no options outstanding) |
| Options – unexercisable | 0 (no options outstanding) |
| Ownership guidelines | Directors are encouraged to build holdings, but there are no formal director ownership requirements |
| Hedging/pledging | Company prohibits hedging and pledging by directors |
Governance Assessment
- Strengths for investor confidence:
- Independent status; chairs Nominating & Corporate Governance and sits on a fully independent Audit Committee, reinforcing board oversight and succession/governance processes .
- Attendance met the company’s ≥75% threshold in 2024, indicating engagement (all directors except one met threshold) .
- Elected to forgo all director remuneration (cash and equity), reducing potential pay-related conflicts and optics concerns .
- Robust governance framework includes a clawback policy and hedging/pledging prohibitions, supporting alignment and risk control .
- Strong say‑on‑pay environment: 98.42% approval on the 2024 Annual Remuneration Report; 80.97% approval on the 2022 Remuneration Policy .
- Watch items / potential conflicts:
- Zero share ownership and no outstanding options at year‑end 2024 suggest limited direct “skin in the game,” though company has no formal director ownership requirement .
- Historical nomination by General Atlantic and current Operating Partner role represent a potential perceived conflict; the proxy discloses no related‑party transactions involving Perez, and related‑party transactions are governed by policy and Audit Committee oversight .
Board Governance (Detail)
| Item | Detail |
|---|---|
| Independence | Independent under Nasdaq rules |
| Committees | Audit Committee member; Nominating & Corporate Governance Committee Chair |
| 2024 meetings | Board (4); Audit (4); Remuneration (6); Nominating & Corporate Governance (4) |
| Attendance | All directors met ≥75% threshold except Dr. Herbst (71%) |
| Executive sessions | Four independent director sessions in 2024 |
| Tenure/status | Director since Sept 2019; Class II; term to 2026 AGM |
Director Compensation (2024 actual)
| Component | Amount (USD) |
|---|---|
| Fees earned/paid in cash | $0 (forgoes remuneration) |
| Option awards (grant date fair value) | $0 |
| All other compensation | $0 |
| Total | $0 |
Policies relevant to conflicts and incentives
- Related party transactions: transactions >$120,000 require identification and Audit Committee review; directors have affirmative disclosure obligations under the Code of Business Conduct and Ethics .
- Clawback: Incentive Compensation Recoupment Policy adopted Oct 2023; remuneration committee administers .
- Hedging and pledging: Prohibited for directors, officers, employees, and consultants .
- NED appointment/termination: NEDs engaged via letters of appointment; may be terminated on one month’s notice; no termination benefits .