Kirti Ganorkar
Krystal BiotechAbout Kirti Ganorkar
Kirti Ganorkar (age 58) has served as an independent Class III director of Krystal Biotech since September 2017; his current term runs through the 2026 annual meeting. He is CEO – India Business for Sun Pharmaceutical Laboratories Ltd. (a subsidiary of Sun Pharma Industries Ltd.), and holds a B.Tech in Chemical Engineering from Nagpur University and an MBA in Marketing Management from Poona University . The Board has affirmatively determined he is independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sun Pharmaceutical Laboratories Ltd. (subsidiary of Sun Pharma Industries Ltd.) | CEO – India Business; previously Head of Global Business Development & Portfolio Management | Joined Sun in 1996; current CEO – India Business (dates not separately disclosed) | Not disclosed |
| German Remedies | Senior Product Manager | Not disclosed | Not disclosed |
| Rallis India Ltd. | Various roles | Not disclosed | Not disclosed |
| Sudarshan Chemical Industries | Various roles | Not disclosed | Not disclosed |
External Roles
| Organization | Role | Public/Private | Tenure |
|---|---|---|---|
| Sun Pharmaceutical Laboratories Ltd. | CEO – India Business | Subsidiary of public parent (Sun Pharma Industries Ltd.) | Current (start date not disclosed) |
Board Governance
- Structure and independence
- Class: Class III; term expires at the 2026 annual meeting
- Independence: Board determined independent (Nasdaq)
- Committee assignments and chair roles
- No standing committee assignments listed for Mr. Ganorkar on Audit, Compensation, Nominating & Corporate Governance, Science & Technology, or Commercial Advisory committees as of the proxy’s committee matrix .
- Attendance and engagement
- 2024 attendance: below 75% of aggregate Board/committee meetings due to confidential personal reasons; Chair and Lead Independent Director maintained regular communication and kept him fully informed. He committed to ≥75% attendance in 2025 (engagement remediation) .
- Lead Independent Director context
- Lead Independent Director is Daniel S. Janney (not Mr. Ganorkar) .
Fixed Compensation
| Component (Director) | FY2024 Amount |
|---|---|
| Cash retainer and committee fees | $0 (declined) |
| Reimbursements | Not disclosed |
Reference: For context, the standard independent director program in 2024/2025 included a $50,000 Board retainer, committee chair/member fees, and a lead director retainer; however, Mr. Ganorkar declined director compensation .
Performance Compensation
| Equity Component | FY2024 Grants | Outstanding at 12/31/2024 |
|---|---|---|
| Stock options/RSUs/PSUs (director program) | $0 (declined) | None (0 options) |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed in the proxy for Mr. Ganorkar . |
Expertise & Qualifications
- Senior operating executive in large-cap pharma across India/global markets; prior leadership in global business development and portfolio management at Sun Pharma .
- Technical and commercial training: B.Tech (Chemical Engineering), MBA (Marketing Management) .
- Sector experience spans product management to portfolio/BD leadership in branded generics/pharma .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 0 shares beneficially owned; <1% of outstanding |
| Vested vs. unvested equity | N/A (no director equity accepted; no options outstanding) |
| Options (exercisable/unexercisable) | None |
| Pledged shares | Company policy prohibits pledging by directors |
| Hedging | Company policy prohibits hedging by directors |
Governance Assessment
-
Positives
- Independent director bringing operator perspective from a major pharma organization; could inform commercial scale-up, BD and market access strategy .
- Declining director compensation and equity reduces potential pay-related conflicts and cost; however, it also reduces ownership alignment .
- No related-party transactions disclosed; Audit Committee oversees related-party reviews under a formal policy .
- Company-wide anti-hedging/pledging and executive clawback policies support alignment and risk control (applies broadly; hedging/pledging prohibitions apply to directors) .
- Strong say-on-pay outcomes signal broad shareholder support for compensation governance (96% approval in 2024 proxy/2025 meeting cycle; 95% prior year) .
-
Risks and Red Flags
- Attendance shortfall in 2024 (<75%) is a governance red flag; management states engagement via Chair/Lead Director and a commitment to meet attendance thresholds in 2025. Monitor 2025 attendance follow‑through .
- Zero share ownership and no equity participation results in minimal “skin-in-the-game” alignment relative to typical director ownership norms .
- Potential time/attention conflicts: full-time CEO – India Business at Sun Pharma’s subsidiary could constrain availability; no current related-party transactions disclosed, but monitor for future KRYS–Sun ties (supply, partnering, commercialization) .
- No committee assignments limits direct oversight impact in key areas (Audit/Comp/Governance), reducing board-level leverage of his operating expertise .
-
Implications for investors
- If attendance normalizes in 2025 as committed, and the Board leverages his commercial/BD experience in strategic sessions, he can be additive to commercial execution. Absent ownership/equity participation and without committee roles, alignment and accountability signals remain mixed; investors may scrutinize attendance records in the next proxy and any emergence of Sun Pharma interlocks/transactions .