Siddharth Kaul
About Siddharth Kaul
Independent non-executive director of Immunocore Holdings plc; age 64, serving since June 2022. Former Group Treasurer and Head of Business Planning & Analysis at Novartis, with prior CFO roles (Pharma Europe and Pharma U.S.), and two decades in finance leadership at Procter & Gamble across the U.S. and Japan. Recognized by the board as an “audit committee financial expert” with requisite Nasdaq financial sophistication; holds a B.S. in Business Administration (West Virginia University) and an M.B.A. (Indiana University Bloomington).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Novartis | Group Treasurer; Head of Business Planning & Analysis; previously CFO, Pharma Europe; CFO, Pharma U.S. | Retired 2021 after 17-year career | Led strategic review and spin-off of Alcon (eye care business) |
| Procter & Gamble | Finance leadership roles (FP&A, strategic planning, accounting/auditing) in U.S. and Japan | Two decades | Senior finance leadership across geographies |
External Roles
No current public company directorships or external board roles disclosed for Mr. Kaul in the 2025 proxy.
Board Governance
- Independence: Board determined Mr. Kaul is independent under Nasdaq standards; majority-independent board with independent chair (Prof. Sir John Bell).
- Committees: Audit Committee (Chair) and Remuneration Committee member; not on Nominating & Corporate Governance.
- Financial Expertise: Audit Chair designated “audit committee financial expert” (SEC) and financially sophisticated (Nasdaq).
- Attendance and engagement: Board met 4x in 2024; all directors met ≥75% attendance except Dr. Herbst (71%). Independent directors held 4 executive sessions.
Fixed Compensation
| Component (FY2024) | Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $66,189 | Based on director and committee retainers per policy (audit chair and remuneration member) |
| All Other Compensation | $0 | No tax equalization gross-up for Mr. Kaul (applies to certain U.S. directors only) |
| Total Cash | $66,189 | — |
Director fee policy (for context):
| Role | Annual Fee (USD) |
|---|---|
| Director service retainer | $50,000 |
| Audit Committee Chair (in lieu of member fee) | $20,000 |
| Audit Committee Member | $10,000 |
| Remuneration Committee Chair (in lieu of member fee) | $15,000 |
| Remuneration Committee Member | $7,500 |
| Nominating & Governance Chair (in lieu of member fee) | $10,000 |
| Nominating & Governance Member | $5,000 |
| Board Chair (additional to service retainer) | $35,000 |
Performance Compensation
| Component (FY2024) | Amount/Detail | Notes |
|---|---|---|
| Option Awards (Grant-date fair value) | $399,980 | Non-statutory stock options under 2021 EIP Non-Employee Sub-Plan |
| Options Outstanding (12/31/2024) | 33,478 options | — |
| Equity Award Design | Exercise price = FMV on grant date; 10-year term; Annual Grant ≈ $400,000; Initial Grant ≈ $325,790 | Annual grant vests fully by next AGM or 1-year anniversary; Initial grant vests monthly over 3 years |
| Change-in-Control Treatment | Director equity fully vests immediately prior to closing of a “Change in Control” | Single-trigger acceleration for director awards |
Other Directorships & Interlocks
No other public company boards or disclosed interlocks involving Mr. Kaul in the proxy. Note: entities affiliated with Baker Bros. Advisors LP beneficially own all outstanding non-voting ordinary shares; a Baker Bros. partner (Ranjeev Krishana) serves on the board—no related-person transactions involving Mr. Kaul disclosed.
Expertise & Qualifications
- Deep finance expertise in global biopharma; prior CFO roles at Novartis Pharma U.S./Europe; led Alcon spin-off.
- Audit Committee Financial Expert designation; seasoned in risk oversight, internal controls, and financial reporting.
- Education: B.S., West Virginia University; M.B.A., Indiana University Bloomington.
Equity Ownership
| Measure (as of record dates noted) | Amount | % of Outstanding |
|---|---|---|
| Beneficial ownership (ordinary shares exercisable within 60 days of Mar 21, 2025) | 18,658 shares | <1% |
| Options Outstanding (12/31/2024) | 33,478 options | — |
No pledging or hedging permitted under company governance practices; clawback policy maintained.
Governance Assessment
- Strengths: Independent director with significant biopharma finance background; chairs Audit Committee and is SEC “financial expert”; independence affirmed; attendance ≥75%; equity-heavy director pay aligns with shareholder interests; robust committee charters and independent sessions.
- Potential risks/flags: Director equity accelerates fully on change-in-control (single-trigger), which can be shareholder-unfriendly if not balanced; monitor for any future related-party exposures (none disclosed for Mr. Kaul).
- Shareholder signals: 2024 say-on-pay approval ~98% indicates strong support for compensation framework (executive pay program); sustained attention to pay design and governance best practices.