Faheem Hasnain
About Faheem Hasnain
Faheem Hasnain, 66, has served on Kura Oncology’s board since April 2015 and as Lead Independent Director since March 2020. He is a veteran biopharma operator and board chair, currently Chairman and CEO of Gossamer Bio; he holds B.H.K. and B.Ed. degrees from the University of Windsor (Canada). Tenure at Kura: ~10 years (2015–present), with independence affirmed by the board under Nasdaq standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Receptos, Inc. (public) | President, CEO, and Director | 2010–2015 | Led to sale to Celgene in 2015 |
| Facet Biotech (public) | President, CEO, and Director | 2008–2010 | Led company until acquisition by Abbott in 2010 |
| PDL BioPharma (public) | President, CEO, and Director | 2008 | Facet was spun out from PDL in 2008 |
| Biogen | EVP, Oncology/Rheumatology SBU | 2004–2008 | Senior operating leadership |
| Bristol-Myers Squibb | President, Oncology Therapeutics Network | Prior to 2004 | Commercial operations leadership |
| GlaxoSmithKline and predecessors | Various roles | Prior | Large-cap pharma experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Gossamer Bio, Inc. (public) | Chairman (since 2018); CEO (since Nov 2020; also in 2018) | 2018–present | Public company leadership |
| Aspen Neuroscience, Inc. (private) | Chairman | Apr 2020–present | Private biotech chair role |
| Sling Therapeutics, Inc. (private) | Chairman | Apr 2021–present | Private biopharma chair role |
| Mirati Therapeutics, Inc. (public) | Chairman | 2019–Jan 2024 | Ended Jan 2024 |
| Panacea Acquisition Corp (SPAC) | Chairman | May 2020–Feb 2021 | SPAC chair role |
Board Governance
- Independence: Board determined all directors other than the CEO (Dr. Wilson) are independent; Hasnain is independent.
- Role: Lead Independent Director since March 2020; responsibilities include presiding over meetings without the Chair, liaising between independent directors and management, facilitating board effectiveness and evaluations, and engaging with shareholders as needed under the Lead Independent Director Charter.
- Committee assignments (2024): Audit Committee member; Compensation Committee member; not on Nominating & Corporate Governance. Chairs: Audit (Schafer), Compensation (Szela), Nominating (Malley).
- Meeting cadence and attendance (2024): Board met 11 times; committees met Audit (4), Compensation (5), Nominating (4); each director attended ≥75% of applicable meetings.
Fixed Compensation
| Category | Detail | Value / Policy |
|---|---|---|
| 2024 Cash Fees (Hasnain) | Base director fees plus Lead Independent Director premium and committee member fees | $85,000 |
| 2024 Equity (Hasnain) | Non-employee director stock option award (grant-date fair value) | $341,071 |
| 2024 Total (Hasnain) | Cash + Options | $426,071 |
| Director cash retainers (policy, amended Dec 2024) | Annual director retainer; Lead Independent Director additional retainer; committee member retainers (Audit/Comp/NCG); committee chair retainers (Audit/Comp/NCG) | $45,000; $27,500; $10,000 / $7,500 / $5,000; $10,000 / $7,500 / $5,000 |
| Director equity (policy) | Initial option grant on joining; annual option grant at each AGM (pro-rated if mid-cycle) | 57,000 options initial; 28,500 options annual; 10-year term; full vest on change of control |
| Director pay cap | Aggregate cap per director per annual period | $750,000 (or $1,000,000 if first appointed during period) |
Notes:
- The equity plan prohibits repricing without shareholder approval; awards are subject to clawback policies adopted in 2023.
- Anti-hedging/pledging: Directors are prohibited from hedging/pledging; as of the proxy, no director had pledged shares.
Performance Compensation
- No performance-based compensation elements for non-employee directors were disclosed (director equity is service-based options under the 2014 plan).
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public boards | Gossamer Bio, Inc. — Chairman & CEO |
| Recent public boards | Mirati Therapeutics, Inc. — Chairman (ended Jan 2024); Panacea Acquisition Corp — Chairman (May 2020–Feb 2021) |
| Potential interlocks/related parties | None disclosed involving Hasnain; the board affirmed independence and the related-party section lists no transactions with him. |
Expertise & Qualifications
- Board skills matrix credits Hasnain with general management, financial, M&A, scientific research, drug development, operations, and other public company board service.
- Biography highlights extensive experience building and operating biopharma companies, oncology development/commercialization, strategic partnering, and capital markets.
Equity Ownership
| Metric | Amount | As-of | Notes |
|---|---|---|---|
| Shares owned directly | 23,983 | Mar 31, 2025 | Per beneficial ownership footnote |
| Options exercisable within 60 days | 141,000 | Mar 31, 2025 | Included in beneficial ownership |
| Total beneficial ownership | 164,983 | Mar 31, 2025 | <1% of outstanding common stock |
| Outstanding options (all, not just vested) | 197,000 | Dec 31, 2024 | Aggregate options held as of year-end 2024 |
| Shares pledged as collateral | None | As of proxy date | Company states no shares pledged by any director or executive officer |
Governance Assessment
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Positives:
- Lead Independent Director with defined authority and responsibilities; active roles on Audit and Compensation committees support board oversight.
- Independence affirmed; no related-party transactions involving Hasnain disclosed; strong anti-hedging/pledging policy and no pledging reported.
- Director compensation is balanced between cash and at-risk equity; equity plan bans repricing and is subject to clawbacks; director pay capped annually.
- Board/committee engagement: regular meetings with ≥75% attendance; say-on-pay support of ~92% in 2024 indicates broader shareholder alignment.
-
Watch items:
- Time/overboarding risk: Concurrent service as Chairman & CEO of Gossamer Bio plus Kura Lead Independent Director and two key committees may strain bandwidth; no attendance shortfalls disclosed, but continued monitoring warranted.
- Director equity grants are option-heavy (not performance-based); while alignment is positive, there are no performance conditions on director pay beyond service. Mitigants include clawback policy and no-repricing provisions.
-
Overall view: Governance profile is sound with strong independence, defined LID role, and no disclosed conflicts. The principal governance risk relates to external time commitments, which should be monitored against ongoing attendance and engagement metrics.