David Hallal
About David Hallal
David Hallal, age 59, is the Chair of Kalaris Therapeutics’ board of directors. He has served as Chair since the closing of the AlloVir–Kalaris merger on March 18, 2025, and previously served Kalaris as Executive Chairman (May 2021–Mar 2025) and as Chief Executive Officer and Chairman (Sep 2018–May 2021). He holds a B.A. in psychology from the University of New Hampshire and brings extensive large-cap biopharma operating experience, including prior CEO and C-suite roles at Alexion Pharmaceuticals .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alexion Pharmaceuticals, Inc. | CEO; prior COO, CCO, Head of Commercial Operations; Board Member | 2006–2016 | Led commercialization and operations; board governance exposure |
| OSI Eyetech, Inc. | Vice President of Sales | 2004–2006 | Sales leadership in ophthalmology |
| Biogen Inc. | Head of Sales | 2002–2004 | Commercial leadership |
| Amgen Inc. | Various leadership roles | 1992–2002 | Long-term commercial leadership |
| The Upjohn Company | Sales Representative | 1988–1992 | Early career sales foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Scholar Rock Holding Corp. | Chief Executive Officer | Since Apr 2025 | Also Chair since Jul 2017 |
| ElevateBio | Executive Chairman | Since Dec 2017 | Previously Chairman, CEO, and Co-Founder |
| iTeos Therapeutics SA | Chairman of the Board | Ongoing | Public company chair |
| Seer Biosciences, Inc. | Director | Feb 2018–May 2025 | Public company directorship |
Board Governance
- Board leadership: Kalaris separates Chair and CEO roles; Hallal is Chair, and Andrew Oxtoby is CEO .
- Independence: The board determined David Hallal is independent under Nasdaq rules; he is independent for compensation committee membership purposes under Rule 10C-1 .
- Committee assignments:
- Audit Committee: Hallal served as Chair from merger closing until April 2025; current Audit members are Adamis, Jovan-Embiricos, Patterson (Chair) .
- Compensation Committee: Current members are Michael Dybbs (Chair) and David Hallal .
- Nominating & Corporate Governance Committee: Current members are Srinivas Akkaraju (Chair), Napoleone Ferrara, and David Hallal .
- Attendance and engagement:
- Board met 7 times in 2024; each director then in office attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting virtually .
- Executive sessions: Independent directors will meet at least twice annually .
- Controlled company: Kalaris is a Nasdaq “controlled company” due to Samsara LP’s majority ownership; Kalaris uses exemptions allowing non-fully independent compensation and nominating committees .
Fixed Compensation
2025 non-employee director compensation policy (post-merger):
- Annual cash retainers:
- Board member: $40,000
- Chair of the Board: additional $110,000
- Committee retainers:
- Audit: $7,500 member; +$7,500 Chair
- Compensation: $6,000 member; +$6,000 Chair
- Nominating & Corporate Governance: $4,000 member; +$4,000 Chair
Based on Hallal’s current roles:
| Component | Amount ($) | Basis |
|---|---|---|
| Board Member Retainer | 40,000 | Non-employee director annual cash |
| Chair of the Board Increment | 110,000 | Chair increment |
| Compensation Committee Member | 6,000 | Member retainer |
| Nominating & Corporate Governance Member | 4,000 | Member retainer |
Historical 2024 AlloVir director compensation:
| Year | Cash Fees ($) | Stock Awards ($) |
|---|---|---|
| 2024 | 200,000 | 27,027 |
Performance Compensation
Director equity awards (post-merger policy and 2025 grants):
| Grant Type | Shares | Grant Timing | Vesting | Exercise Price | Change-in-Control |
|---|---|---|---|---|---|
| Initial Option (non-employee director) | 18,000 | Apr 2025 (granted to each non-employee director) | 2.7778% monthly over 3 years (Mar 18, 2025–Mar 18, 2028) | Closing price on grant date (Nasdaq) | Accelerates to 100% |
Legacy AlloVir equity reference (as of 12/31/2024):
| Instrument | Quantity | Note |
|---|---|---|
| RSUs held (Hallal) | 1,921 | As of 12/31/2024 |
| Options outstanding (Hallal) | 61,910 | As of 12/31/2024 |
No director compensation performance metrics (e.g., TSR, revenue, ESG) are disclosed for Kalaris director awards; vesting is time-based, not performance-based .
Other Directorships & Interlocks
| Entity | Relationship to Hallal | Potential Interlock/Exposure |
|---|---|---|
| ElevateBio | Executive Chairman and Chairman (and co-founder) | ElevateBio held 724,989 Kalaris shares; Hallal, Jovan-Embiricos, and Sinha may be deemed to share voting/investment power; prior AlloVir shared services and BaseCamp manufacturing agreements (expired in 2024) indicate historical related-party ties |
| Scholar Rock Holding Corp. | CEO; Chair of Board | Public company leadership; no Kalaris related-party transactions disclosed |
| iTeos Therapeutics SA | Chairman of Board | Public company chair; no Kalaris related-party transactions disclosed |
| Seer Biosciences, Inc. | Former Director | Ended May 2025; no Kalaris related-party transactions disclosed |
Related-party policies and oversight: Kalaris has a written related-party transaction policy; Audit Committee reviews and approves transactions over $120,000 involving directors/executives/5% holders; governance includes annual review of ongoing related-party arrangements .
Expertise & Qualifications
- Deep commercialization and operational leadership across Amgen, Biogen, OSI Eyetech, and Alexion, culminating as Alexion CEO .
- Ophthalmology market familiarity via OSI Eyetech; current focus on retinal disease aligns with Kalaris strategy .
- Education: B.A., Psychology, University of New Hampshire .
Equity Ownership
Beneficial ownership as of June 25, 2025:
| Holder | Direct | Trusts | Affiliated Entity | Options (≤60 days) | Total Shares | Ownership % |
|---|---|---|---|---|---|---|
| David Hallal | 93,202 | 37,352 (Hallal Family Irrevocable Trust 2012: 31,346; Terrie A. Hallal Family Irrevocable Trust 2012: 6,006) | 724,989 via ElevateBio | 2,500 | 858,043 | 4.59% |
Policy mitigants:
- Insider trading policy prohibits hedging and pledging, and derivative transactions; clawback policy adopted October 26, 2023 to recover incentive-based compensation upon a financial restatement .
Governance Assessment
- Positive signals:
- Independent Chair with separated Chair/CEO roles; formal corporate governance guidelines; independent director executive sessions .
- Audit Committee independence and financial expert designation; clawback and anti-hedging/pledging policies .
- Risk indicators and potential red flags:
- Controlled company exemptions: Compensation and Nominating & Governance committees are not required to be fully independent; Hallal sits on both, which may dilute minority shareholder influence over pay and nominations .
- ElevateBio linkage: Hallal’s executive role and beneficial ownership via ElevateBio, which also appears as a holder, create perceived conflicts; mitigation depends on strict application of related-party policy and Audit Committee oversight .
- Committee rotation: Hallal previously chaired the Audit Committee until April 2025, then transitioned out; stability and independence in Audit leadership improved with Patterson as Chair (audit financial expert) .
- Attendance/engagement: Prior-year attendance met thresholds; continued monitoring recommended post-merger .
Overall, Hallal’s extensive biopharma leadership and ophthalmology exposure align strategically with Kalaris, but his ElevateBio interlocks and the company’s controlled status warrant heightened monitoring of committee independence, related-party oversight, and director compensation governance .