Luba Greenwood

About Luba Greenwood

Independent director at IN8bio since 2021; age 46. She is CEO of Gallop Oncology (since July 2024), and previously served as Managing Partner of Binney Street Capital (Dana-Farber’s venture fund) and CEO/Chair of Kojin Therapeutics and LUCA Biologics. She is also an entrepreneur-in-residence at PureTech Health; earlier roles include Head of Strategic BD & Corporate Ventures at Verily (Alphabet) and VP Global BD & M&A at Roche (and Head of the Roche Diagnostics Innovation Center, East Coast). Education: B.A. in Biology (Brandeis) and J.D. (Northeastern). The Board has determined she is independent under Nasdaq standards.

Past Roles

Organization	Role	Tenure	Committees/Impact
Binney Street Capital (Dana-Farber)	Managing Partner	Dec 2020 – Oct 2024	Established/managed DFCI’s venture fund
Kojin Therapeutics (private)	CEO and Chair of the Board	Sep 2021 – Nov 2023	Led company; board leadership
LUCA Biologics (private)	CEO and Director	Apr 2019 – Dec 2021	Women’s health/microbiome; operating leadership
Dana-Farber Cancer Institute	Senior Advisor to CEO	Apr 2019 – Dec 2020	Strategic advisory
Verily Life Sciences (Alphabet)	Head of Strategic BD & Corporate Ventures	Feb 2018 – Jul 2019	Corporate venturing/BD in life sciences
F. Hoffmann-La Roche	VP Global BD & M&A; Head, Roche Diagnostics Innovation Center (East Coast)	2015 – Feb 2018	BD/M&A; diagnostics innovation leadership

External Roles

Organization	Role	Tenure	Notes
Gallop Oncology	Chief Executive Officer	Since Jul 2024	Current operating role
PureTech Health	Entrepreneur-in-Residence	Not disclosed	Corporate strategy/oncology program support
OS Acquisition Corp. (SPAC)	Director	Since 2021	Public company board (blank check company)

Board Governance

Independence: The Board determined all directors other than the CEO are independent under Nasdaq—includes Ms. Greenwood.
Committees (2024):
- Audit Committee: Member (Chair: Peter Brandt; committee independent; Brandt designated financial expert).
- Compensation Committee: Member (Chair: Alan S. Roemer; committee independent).
- Nominating & Corporate Governance: Not a member (Whitfill Chair; to be chaired by Graff after May 9, 2025).
- Science & Technology: Not a member.
Attendance: Board met 11 times in 2024; each director attended at least 75% of Board and committee meetings on which they served. Non‑management directors held seven executive sessions.
Board leadership: Independent Chair (Alan S. Roemer); CEO and Chair roles separated.

Fixed Compensation

Component	Detail	Amount/Terms
2024 Fees Earned (Cash)	Luba Greenwood	$51,975
2024 Option Awards (Grant-date fair value)	Luba Greenwood	$44,371
2024 Total Director Compensation	Luba Greenwood	$95,346

Director retainer schedule (post 11% reduction effective Sept 1, 2024):

Board annual retainer: $35,600; Audit Committee member: $8,900; Compensation Committee member: $4,450. (Higher chair retainers apply if chairing; N/A for Ms. Greenwood.)
Prior to Sept 1, 2024: Board $40,000; Audit $10,000 (member; increased from $7,500 effective Feb 5, 2024); Compensation $5,000.

Performance Compensation

Equity Program Element	Grant Size	Vesting	Notes
Initial Director Option Grant	67,300 options	Monthly over 3 years	Exercise price = FMV at grant; full vest on change in control
Annual Director Option Grant	33,650 options (each annual meeting)	Monthly over 12 months; fully vested by next annual meeting	Exercise price = FMV at grant; full vest on change in control
Cash-to-RSU election	Converted from cash retainer	Fully vested on grant	Optional election for directors

No director performance metrics (TSR/ESG/revenue, etc.) are tied to director compensation were disclosed.

Other Directorships & Interlocks

Company	Public/Private	Role	Potential Interlocks/Conflicts
OS Acquisition Corp.	Public (SPAC)	Director	No IN8bio-related interlock disclosed

Related-party transactions: 2023 and 2024 private placements list participants; Ms. Greenwood is not listed among insiders or 5% holders who participated. No related-party transactions involving her were disclosed.

Expertise & Qualifications

Strategic and transactional leadership across pharma/biotech/digital health (Roche BD/M&A; Verily corporate ventures).
Company-building/operator experience as CEO/chair at multiple therapeutics companies, now CEO at Gallop Oncology.
Venture investing (Managing Partner, Binney Street Capital).
Education: B.A. Biology (Brandeis); J.D. (Northeastern).

Equity Ownership

Holder	Shares Owned (Direct)	Options/Warrants Exercisable within 60 days	Total Beneficial Ownership	% of Outstanding	Notes
Luba Greenwood	7,826	152,712 (options)	160,538	<1%	As of Feb 16, 2025

Additional alignment controls:

Hedging/pledging: Prohibited for directors, officers, employees, and designated consultants.

Governance Assessment

Strengths:
- Independent director with dual service on Audit and Compensation—exposure to financial reporting, risk oversight, and pay governance.
- Governance practices include independent Chair, executive sessions, and director independence determinations.
- Director fee reduction of 11% from Sept 1, 2024 aligns with cost-saving measures; signals sensitivity to shareholder dilution/cash burn.
- No related-party transactions disclosed involving Ms. Greenwood; hedging/pledging prohibited.
Watch items:
- “Busy-ness” risk: concurrent CEO role at Gallop Oncology could constrain time; however, disclosure shows ≥75% attendance in 2024.
- Not designated as an audit committee financial expert; that role is held by Peter Brandt.
Compensation committee process:
- Committee uses independent advisor (Aon); independence assessed with no conflicts; oversight of director pay and equity plans.
RED FLAGS: None disclosed regarding attendance shortfalls, related-party transactions, hedging/pledging, or option repricing for directors.