David Feltquate
About David Feltquate
David Feltquate, M.D., Ph.D. is Chief Medical Officer at iTeos Therapeutics, serving since August 2024 and age 56 as of April 24, 2025 . He holds a B.S. in biology from MIT and an M.D./Ph.D. in immunology from the University of Massachusetts Medical School . Prior roles include CMO of Palleon Pharmaceuticals (2021–2024), SVP Global Hematology Development at Novartis (2019–2021), and VP Early Clinical Development Oncology at Bristol-Myers Squibb (2016–2019) . iTeos has not disclosed TSR, revenue growth, or EBITDA growth metrics tied to his tenure; the company provides scaled EGC disclosures and has not conducted a say‑on‑pay vote while classified as an emerging growth company .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Palleon Pharmaceuticals | Chief Medical Officer | Jun 2021 – Jul 2024 | Executive leadership of clinical development as CMO |
| Novartis AG | SVP, Global Hematology Development | Nov 2019 – Jun 2021 | Led hematology development programs globally |
| Bristol-Myers Squibb | VP, Early Clinical Development Oncology | Sep 2016 – Oct 2019 | Led early-stage oncology development |
External Roles
No current external directorships or board committee roles disclosed for Dr. Feltquate in the company’s proxy .
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base salary (annual rate) | $510,000 | Initial base per employment agreement entered July 2024 |
| Salary paid (partial year) | $214,271 | 2024 actual paid given August 2024 start |
| Target bonus % of base | 40% | 2024 target; NEO bonus structure |
| Actual annual performance bonus (paid Mar-2025) | $250,320 | Includes a $30,000 milestone bonus under his agreement |
| Additional milestone bonus eligibility | Up to $30,000 in 2024 and 2025 | 2024 milestone achieved and paid; 2025 eligibility noted |
Performance Compensation
| Incentive | Metric | Weighting | Target | Actual/Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Annual cash bonus (2024) | Company and functional objectives | 80% corporate / 20% individual | 40% of base salary | $250,320 (includes $30,000 milestone component) | Paid March 2025 |
| Milestone bonus (2024) | Prescribed milestones per employment agreement | N/A | Up to $30,000 | $30,000 paid for 2024 | Paid in cash |
| Equity (time-based options) | Service-based vesting | N/A | 350,000 options at $17.46 strike | Grant date fair value $4,189,500 (2024) | 25% vests on 8/1/2025; remainder monthly over 36 months; expires 8/1/2034 |
| Equity (RSUs) | Service-based vesting | N/A | 47,000 RSUs (granted 12/6/2024) | Grant date fair value $360,960 at 12/31/2024 price basis | Cliff vests 12/6/2026 |
The company does not disclose detailed payout curves or financial performance metric weights for 2024 executive bonuses; structure described at a high level only .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (as of 4/21/2025) | 47,000 shares (<1% of outstanding), consisting of RSUs as described; reported as beneficially owned in proxy table |
| Ownership as % of shares outstanding | <1% (based on 38,273,795 shares outstanding) |
| Options outstanding (12/31/2024) | 350,000 unexercisable; strike $17.46; expiration 08/01/2034 |
| RSUs outstanding (12/31/2024) | 47,000 unvested (granted 12/06/2024), cliff vest 12/06/2026 |
| Vesting calendar (key dates) | 87,500 options vest 08/01/2025 (25%); remaining options vest monthly over 36 months thereafter; RSUs vest 12/06/2026 |
| Hedging/derivatives | Prohibited (short sales, derivatives, hedging transactions banned for insiders) |
| Pledging | Policy highlights risks of margin/pledge; explicit ban covers hedging/derivatives and short sales; no explicit pledging ban stated |
| Ownership guidelines | Not disclosed for executives in the proxy |
Employment Terms
| Term | Current economics | Notes |
|---|---|---|
| Employment start | Employment Agreement dated July 2024; CMO since August 2024 | |
| Non-compete/garden leave | If company enforces non-compete post-termination, eligible to receive 50% of highest annualized base salary for up to 12 months; offsets severance/CIC payments | |
| Severance (non‑CIC) | 12 months base salary continuation + employer COBRA premium reimbursement up to 12 months, subject to release | |
| Change-in-control (double trigger) | If terminated without Cause or resigns for Good Reason during CIC period: lump sum equal to Salary Continuation Benefit + 1.0x Target Bonus; COBRA reimbursement up to 12 months; full acceleration of time‑based equity upon termination and release effectiveness | |
| Change-in-control definition | As amended; a dissolution of the Company is not a CIC | |
| Equity acceleration (CIC) | Time-based awards accelerate on double-trigger; no single-trigger acceleration disclosed | |
| Clawback policy | Company-wide clawback for incentive compensation (cash and equity) tied to financial goals, applicable for three completed fiscal years preceding an accounting restatement | |
| Bonus structure | Target 40% of base; 80% company goals/20% individual for 2024 |
Compensation Structure Analysis
- Mix and risk profile: 2024 pay was heavily equity-oriented at hire (options $4.19M grant-date value and RSUs $0.39M), with time-based vesting that promotes retention; cash elements included partial-year salary and a $250.3k bonus (including $30k milestone), aligning near-term incentives with defined objectives .
- Contract enhancements amid strategic review: On May 27, 2025, CIC severance economics were enhanced to include 1.0x Target Bonus and COBRA for 12 months (double-trigger), while confirming that a dissolution is not a CIC—important given the company’s wind-down plans .
- Hedging/derivatives prohibited: Policy bans short sales and hedging transactions, supporting alignment; no explicit pledging ban is stated (potential residual risk) .
Related Party Transactions
None disclosed specific to Dr. Feltquate; executive compensation is covered in the Executive Compensation section of the proxy -.
Risk Indicators & Red Flags
- Strategic wind-down: The company announced an intention to wind down clinical and operational activities (5/28/2025), estimating $21.8–$24.7 million in severance/termination costs and ~$11.1 million for winding down other programs; dissolution is not a CIC, which could limit CIC-triggered benefits if a dissolution proceeds rather than a sale .
- Tax gross-ups: No tax gross-ups disclosed for Dr. Feltquate; certain gross-ups were disclosed for the CEO/COO in 2024 .
- Hedging/derivatives: Prohibited—reduces misalignment risk .
- Clawback in place: Financial-goal-based incentive recoupment policy adopted, mitigating restatement risk .
Equity and Incentive Detail Tables
2024 Summary Compensation (Named Executive Officer)
| Year | Salary ($) | Stock awards ($) | Option awards ($) | Non‑equity incentive ($) | All other comp ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2024 | 214,271 | 391,040 | 4,189,500 | 250,320 | 9,874 | 5,055,005 |
Outstanding Equity (12/31/2024)
| Grant/Type | Vesting commencement | Exercisable | Unexercisable | Strike | Expiry | RSUs unvested | RSU vest date |
|---|---|---|---|---|---|---|---|
| Stock options | 08/01/2024 | — | 350,000 | $17.46 | 08/01/2034 | — | — |
| RSUs | 12/06/2024 | — | — | — | — | 47,000 | 12/06/2026 |
Beneficial Ownership (as of 04/21/2025)
| Holder | Shares | % Outstanding |
|---|---|---|
| David Feltquate | 47,000 (underlying RSUs) | <1% |
Vesting Schedules and Insider Selling Pressure
- Options: 25% of 350,000 options (87,500) vest on 08/01/2025; remaining 262,500 vest monthly over 36 months thereafter, creating continuous monthly vest releases through 2028; options carry a $17.46 strike and expire 08/01/2034 .
- RSUs: 47,000 RSUs cliff vest on 12/06/2026, a single-date vest that can concentrate potential selling pressure around that date, subject to trading windows and policy restrictions .
Employment Contracts, Severance, and Change‑of‑Control Economics
- Base agreement (July 2024): At‑will; base salary $510,000; target bonus 40%; Additional Bonus opportunity up to $30,000 for 2024 and 2025; initial stock option grant to purchase 350,000 shares with standard time‑based vesting .
- May 27, 2025 amendments:
- Non‑CIC termination: 12 months salary continuation + COBRA reimbursement up to 12 months .
- CIC double‑trigger: Lump sum equal to Salary Continuation Benefit + 1.0x Target Bonus; COBRA reimbursement up to 12 months; acceleration of all time‑based equity on termination with effective release .
- CIC definition excludes dissolution of the Company .
Expertise & Qualifications
- Education: B.S. biology (MIT); M.D. and Ph.D. in immunology (UMass Medical School) .
- Domain experience: Oncology/hematology development leadership across large biopharma (Novartis, BMS) and biotech CMO roles (Palleon) .
Investment Implications
- Alignment and retention: Dr. Feltquate’s equity is primarily time-based (350,000 options at $17.46 and 47,000 RSUs), creating strong service-based retention incentives but limited explicit performance linkage; hedging is prohibited, supporting alignment .
- Near-term vest milestones: A significant option vest (87,500) on 08/01/2025 and steady monthly vesting thereafter may create periodic supply overhangs, subject to window restrictions and policy .
- Transaction dynamics: CIC benefits are double-trigger and explicitly do not cover a dissolution, which is notable given the company’s intent to wind down operations; a sale of assets or entity-level transaction would determine whether CIC terms are triggered, affecting realized executive payouts and potential overhang on shareholder proceeds .
- Cash costs of wind‑down: Expected severance and program wind‑down costs ($21.8–$24.7 million and ~$11.1 million, respectively) frame the magnitude of cash outflows ahead, with executive arrangements amended to enhance CIC coverage—important for assessing liquidation vs. sale pathways and timing .