Kristiina Vuori
Inhibrx BiosciencesAbout Kristiina Vuori
Independent director of INBX since 2024; age 57. President & CEO (and director) of Sanford Laboratories for Innovative Medicines since 2023, and Professor/Pauline & Stanley Foster Distinguished Chair at Sanford Burnham Prebys (SBP) since 2010 (faculty since 1995). M.D. and Ph.D., University of Oulu, Finland; physician‑scientist with deep biomedical research and drug discovery leadership. Board class: Class I (term expiring 2025; nominated to continue through 2028). Independent under Nasdaq rules; no family relationships with executives or directors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sanford Burnham Prebys Medical Discovery Institute (SBP) | President; interim CEO; EVP Scientific Affairs; Cancer Center Director; Deputy Director; Professor; Distinguished Chair | President 2010–2022; interim CEO 2013–2014 and 2017–2020; EVP 2008–2010; Director 2005–2013; Deputy Director 2003–2005; Professor since 1995; Distinguished Chair since 2010 | Led large non‑profit biomedical research org; oncology research leadership |
| INBX Former Parent (Inhibrx, Inc.) | Director | Oct 2021–May 2024 | Oversight during spinoff/separation |
External Roles
| Organization | Role | Status |
|---|---|---|
| Sanford Laboratories for Innovative Medicines | President & CEO; Director | Current |
| Bionano Genomics, Inc. | Director | Past or current (served or serving) |
| Sio Gene Therapies, Inc. | Director | Past or current |
| Forian Inc. | Director | Past or current |
| WebMD Health Corp, Inc. | Director | Past or current |
| American Association for Cancer Research | Director/Board | Past or current |
| California Institute for Regenerative Medicine | Director/Board | Past or current |
| California Breast Cancer Research Program | Director/Board | Past or current |
Board Governance
- Committees: Audit Committee member; Nominating & Corporate Governance Committee member. Not a chair (Audit Chair: Douglas G. Forsyth; Nominating Chair: Douglas G. Forsyth; Compensation Chair: Jon Faiz Kayyem) .
- Attendance: No director attended fewer than 75% of Board and committee meetings in 2024; all directors attended the 2024 annual meeting .
- Independence: Board determined all directors other than CEO/Chair Mark P. Lappe are independent under Nasdaq/SEC rules .
- Board structure: Combined CEO/Chair; no Lead Independent Director—Board cites efficiency and CEO’s operational knowledge as rationale .
- Clawback & Insider Trading: Company has Rule 10D‑1 compliant clawback policy for executives; directors/officers prohibited from short‑term trading, short sales, and put/call options under Insider Trading Policy (hedging discouraged) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned (cash), 2024 | $34,875 | Company period May 30–Dec 31, 2024; Former Parent fees before separation excluded ($11,625) |
| Annual Board Member Retainer (policy) | $35,000 | Paid quarterly |
| Committee Member Retainers (policy) | Audit $7,500; Compensation $5,000; Nominating $4,000 | Paid quarterly |
| Committee Chair Retainers (policy) | Audit $15,000; Compensation $10,000; Nominating $8,000 | Paid quarterly |
| Board Chair Retainer (policy) | $35,000 | Applies to Board Chair (not Vuori) |
Pay mix (2024): ~9% cash, ~91% equity, supporting alignment with shareholders .
Performance Compensation
| Grant Type | Grant Date | Shares | Grant Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Stock Options (initial non‑employee director grant) | May 30, 2024 | 30,000 | $347,464 | Vests in full on May 30, 2025, subject to continued service | Options issued under 2024 Omnibus Plan; exercise price set at FMV on grant; 10‑year term per policy |
- Annual director equity (policy): 15,000 option shares each year at first Board meeting post‑AGM; initial grant 30,000 shares for new directors; options strike at FMV, 10‑year term; standard vesting: annual grants vest at first anniversary; initial grants vest monthly over 3 years unless otherwise specified .
- No performance metrics (TSR, EBITDA, ESG) disclosed for director pay; director equity is time‑based only .
Other Directorships & Interlocks
- Portfolio of external boards spans genomics, therapeutics, health information, and research entities; no disclosed related‑party transactions or payments involving Dr. Vuori or her affiliated entities with INBX in 2024–2025 .
- RED FLAG review: No shared directorships disclosed with INBX customers/suppliers; no loans; no family relationships; no disclosed consulting arrangements .
Expertise & Qualifications
- Physician‑scientist with oncology and translational research depth; led large biomedical research organization; governance roles across non‑profit and public boards; education M.D./Ph.D. University of Oulu .
- Committee suitability: Audit member (scientific rigor, oversight); Nominating & Governance member (succession, board composition) .
Equity Ownership
| Holder | Common Shares | Options (exercisable within 60 days of April 1, 2025) | Total Beneficial Ownership | % Outstanding |
|---|---|---|---|---|
| Kristiina Vuori | 20,443 | 30,000 | 50,443 | <1% (*) |
- Vested vs unvested: As of Dec 31, 2024, director options outstanding; vesting in full on May 30, 2025; counted as exercisable within 60 days of April 1, 2025 per SEC rules for beneficial ownership .
- Pledging/Hedging: Hedging and short‑term speculative transactions restricted by Insider Trading Policy; no pledging disclosures for Vuori; no Section 16(a) delinquencies reported for Vuori in 2024 (one late Form 4 was for another director) .
Governance Assessment
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Strengths:
- Independent director with strong R&D and oncology expertise; active on Audit and Nominating committees, supporting oversight quality .
- High equity component in director compensation and clear vesting—aligns incentives with long‑term shareholder value .
- Solid attendance record and engagement; Board/committee workload covered without attendance lapses .
- No related‑party transactions or conflicts disclosed tied to Vuori .
-
Watch items:
- Board structure risk: Combined CEO/Chair and no Lead Independent Director can dampen independent oversight; Vuori’s continued committee engagement is important to counterbalance .
- Time commitments: Multiple external boards and leadership roles—no issues disclosed, but monitor any impact on INBX committee workload and attendance going forward .
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RED FLAGS: None disclosed for Vuori (no hedging/pledging, no related‑party transactions, no attendance issues, no tax gross‑ups or option repricing in director program) .