Katharine Knobil

About Katharine Knobil

Katharine Knobil, M.D., has served on KRRO’s board since August 26, 2024, and was elected as a Class III director to a term ending at the 2028 annual meeting. She is independent under Nasdaq rules and serves on the Compensation Committee. Dr. Knobil holds a B.A. from Cornell, an M.D. from UT Southwestern, completed a Pulmonary & Critical Care fellowship at Johns Hopkins, and previously held CMO roles at Agilent Technologies and Kaleido Biosciences, with 20+ years at GSK including Corporate CMO. She was named one of FiercePharma’s “Fiercest Women in Life Sciences” in 2018 .

Past Roles

External Roles

Board Governance

• Classification and tenure: Class III director; elected June 11, 2025 to serve until the 2028 annual meeting .
• Independence: The board determined all directors except the CEO (Dr. Aiyar) are independent under Nasdaq and Exchange Act rules; Dr. Knobil is independent .
• Committee assignments: Compensation Committee member; the committee also includes Nessan Bermingham (Chair), Ali Behbahani, and Timothy Pearson .
• Committee responsibilities: The Compensation Committee oversees CEO goals, exec pay, plans, advisor independence, equity grants, and director compensation .
• Attendance: In 2024 the board met 8 times; each director attended at least 75% of board and applicable committee meetings .
• Annual meeting results: Dr. Knobil received 7,980,056 votes “For” and 17,477 “Withheld”; broker non-votes 360,141 .
• Anti-hedging/pledging: Insider trading policy prohibits hedging (short sales, options/derivatives) and pledging/margin for directors .
• Indemnification: KRRO entered into its standard director indemnification agreement with Dr. Knobil .
• Related-party transactions: No direct or indirect material interest by Dr. Knobil in transactions requiring Item 404(a) disclosure .

Fixed Compensation

• Policy framework: Non-employee director cash retainers and committee fees per Korro Director Policy .

• 2024 actual director compensation:

Performance Compensation

• Equity award design (directors):
  • Initial grant: Non-statutory stock option valued at $300,000 (max 16,000 shares), vesting in substantially equal annual installments over 3 years; 10-year term; strike at grant-date fair market value; full acceleration upon sale of the company .
  • Annual grant: Non-statutory stock option valued at $150,000 (max 8,000 shares), vests in full on the earlier of one year from grant or next annual meeting; 10-year term; strike at fair market value; full acceleration upon sale .

• 2024 equity status:
  • As of Dec 31, 2024 Dr. Knobil held options to purchase 9,041 shares .

Other Directorships & Interlocks

Expertise & Qualifications

• Former CMO at Agilent and Kaleido; Corporate CMO and Pharma CMO at GSK; deep medical governance and clinical safety oversight experience .
• Recognized by FiercePharma as one of the “Fiercest Women in Life Sciences” (2018) .
• Pulmonary/Critical Care clinical training; broad R&D leadership and value evidence expertise .

Equity Ownership

Policy safeguards:

• Anti-hedging and anti-pledging prohibitions for directors (short sales, derivatives, margin/pledge) .
• Compensation recovery policy adopted Nov 3, 2023 (effective Oct 2, 2023) for executive officers in event of financial restatement; not specific to directors .

Governance Assessment

• Independence and committees: Independent director with seat on Compensation Committee; committee composition meets Nasdaq independence requirements—supports board effectiveness .
• Attendance: Board met 8 times in 2024; all directors met ≥75% attendance thresholds—supports engagement .
• Shareholder support: Strong election support (7,980,056 “For”)—positive confidence signal .
• Ownership alignment: No reported beneficial ownership as of Apr 15, 2025; options held (9,041) indicate some equity-linked exposure but limited outright share ownership—monitor alignment .
• Conflicts/related party: No Item 404(a) related-party interests disclosed for Dr. Knobil; standard indemnification agreement in place .
• Risk controls: Anti-hedging/pledging policies for directors reduce misalignment risk with shareholders .
• Director pay structure: Mix of modest cash retainers and option-based equity; initial and annual option grants with service-based vesting and change-of-control acceleration—typical small-cap biotech structure .

Potential RED FLAGS (monitor): Limited disclosed beneficial ownership as of April 2025 ; multiple concurrent external board roles could create time-commitment considerations though no related-party transactions are disclosed .

Appendix: Key Shareholder Votes (2025 Annual Meeting)