Peter Hirth
About Peter Hirth
Peter Hirth, Ph.D., age 73, is the independent Chairman of IO Biotech’s Board of Directors, serving since September 2016. He founded Plexxikon, Inc. in 2000 and served as CEO until May 2013; he holds a Ph.D. in Molecular Genetics from Heidelberg University and completed post-doctoral work at UC San Diego .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Plexxikon, Inc. | Founder and Chief Executive Officer | 2000–May 2013 | Built biopharma platform; leadership credentials cited by IOBT board |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Aligos Therapeutics | Director | Current | Public biopharmaceutical company |
| Vaxcyte, Inc. | Director | Current | Public biotechnology company |
| Various private life sciences companies | Director | Current | Multiple private boards |
Board Governance
- Independent Chairman; CEO/Chair roles are separated to reinforce oversight and board independence .
- Committee memberships: Compensation Committee member; Nominating & Corporate Governance Committee member; not a chair .
- Board met 6 times in 2024; all incumbent directors attended at least 75% of board and committee meetings; committees held Audit (4), Compensation (3), Nominating (3) meetings .
- Independence: Board determined all directors except the CEO are independent under SEC and Nasdaq rules; Hirth serves as independent Chair .
- Related party transactions: None >$120,000 involving directors/officers since Jan 1, 2023 (other than compensation) .
Committee Assignments (IOBT)
| Committee | Role | Chair? | 2024 Meetings |
|---|---|---|---|
| Compensation | Member | No | 3 |
| Nominating & Corporate Governance | Member | No | 3 |
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $80,830 | FY2024 director cash fees |
| Annual Board Member Retainer | $40,000 | Program schedule (paid quarterly, pro-rated) |
| Chairperson of the Board Additional Retainer | $34,000 | In addition to board retainer |
| Committee Member Fees (Compensation, Nominating) | $5,000; $4,000 | Additional to board retainer |
Note: Fees are paid quarterly in arrears and pro-rated; Hirth’s actual FY2024 cash fees reflect program application over his service period .
Performance Compensation
| Component | Grant Size/Value | Vesting/Terms | Notes |
|---|---|---|---|
| Option Awards (grant-date fair value) | $42,068 | Per applicable grants; standard director awards in 2024 vest one year; appointment grants vest monthly over 3 years | Aggregate option value for FY2024 |
| Standard Director Equity – Appointment Grant | 70,593 options (Jan 2024 program) | Monthly over 3 years, continuous service required | Revised to 54,357 options (Feb 2025) |
| Standard Director Equity – Annual Grant | 45,642 options (Jan 2024 program) | Vests at 1-year anniversary, continuous service required | Revised to 35,144 options (Feb 2025) |
| Change of Control (Directors) | Full vesting of outstanding director equity with continuous service until change of control | Single-trigger for directors per plan definition | Under 2021 Equity Plan |
No director performance metrics (e.g., TSR, EBITDA) are tied to director compensation; awards are time-based and subject to service and change-of-control acceleration terms .
Other Directorships & Interlocks
| Company | Sector | Role | Potential Interlock/Conflict Notes |
|---|---|---|---|
| Aligos Therapeutics | Biopharma | Director | No related-party transactions disclosed involving Hirth/Aligos |
| Vaxcyte, Inc. | Biotechnology | Director | No related-party transactions disclosed involving Hirth/Vaxcyte |
| Private life sciences cos. | Life Sciences | Director | No related-party transactions disclosed |
IO Biotech’s audit committee reviews and must pre-approve related person transactions; none >$120,000 since Jan 1, 2023 were disclosed (other than compensation) .
Expertise & Qualifications
- Molecular Genetics Ph.D. (Heidelberg University); post-doc at UC San Diego .
- Founder/CEO experience in biopharma (Plexxikon); investor/advisor across private life sciences companies .
- Governance leadership as independent Chairman with duties including agenda approval, presiding at meetings, coordinating committee agendas, director orientation, and shareholder engagement .
Equity Ownership
| Measure | Shares/Status | % Outstanding | Source/Notes |
|---|---|---|---|
| Beneficial Ownership (within 60 days of 4/11/2025) | 249,490 options/warrants exercisable | <1% (indicated by *) | Director-level disclosure |
| Outstanding equity awards held (as of 12/31/2024) | 256,486 options/warrants | — | Aggregate count across instruments |
| Anti-hedging/pledging policy | Hedging and pledging prohibited for directors | — | Insider Trading Policy |
| Section 16 filing compliance (2024) | Directors/NEOs complied; no delinquent filings noted | — | Compliance statement |
Governance Assessment
- Board effectiveness: Separation of Chair and CEO enhances oversight; Hirth’s independent Chair role and defined duties support governance quality and investor engagement .
- Committee engagement: Active participation on Compensation and Nominating committees; not serving as chair limits concentration of power and aligns with independent oversight principles .
- Attendance and engagement: The board met 6 times in 2024 with all incumbent directors at ≥75% attendance; committee cadence appears appropriate for company stage (Audit 4; Comp 3; Nominating 3) .
- Compensation alignment: Director cash retainer plus moderate equity options; 2025 program reduced share counts to preserve equity pool and align with market practice, signaling dilution sensitivity and restraint rather than pay inflation .
- Conflicts/Red flags: No related-party transactions involving directors; anti-hedging/pledging policy is shareholder-friendly; no option repricing disclosed; no legal proceedings flagged for directors in proxy .