Douglas Onsi
LPTXAbout Douglas Onsi
Douglas E. Onsi (age 56) is Chief Executive Officer and President of Leap Therapeutics (since April 2020), concurrently serving as Chief Financial Officer, Treasurer, and Secretary, and joined the Board in March 2020. He holds a J.D. from the University of Michigan Law School and a B.S. in Biological Sciences from Cornell University . Pay-versus-performance disclosures show Compensation Actually Paid (CAP) to the CEO of $1.22M (2024), $1.67M (2023), and $(1.62)M (2022), alongside total shareholder return (TSR) values of $9, $13, and $14 and net losses of $67.8M, $81.4M, and $54.6M, respectively .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Leap Therapeutics | CEO & President; CFO/Treasurer/Secretary | 2020–present (CEO/Pres); 2011–present (CFO/Treas/Sec) | Led clinical, financing, and operating priorities; combined CEO/CFO roles provide control over capital allocation |
| HealthCare Ventures | Managing Director | 2009–present | Venture leadership; deal and company-building experience |
| Tensha Therapeutics (HCV portfolio) | Chief Executive Officer | Pre-2016 | Led company to sale to Roche in 2016 |
| Genzyme | VP Campath Product Operations & Portfolio Mgmt (Oncology); VP Business Dev. | 2004–2007 | Advanced oncology portfolio operations and BD initiatives |
| Tolerx | Chief Financial Officer | 2001–2004 | Venture-backed biotech finance leadership |
| LeukoSite | Business Development | late 1990s | Public company BD leading to Millennium transaction |
| Bingham, Dana & Gould | Attorney | early career | Legal foundation for transactions and governance |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| HealthCare Ventures IX/related entities | Managing Director/affiliations noted in footnotes | 2009–present | Influence over venture-backed holdings; overlapping beneficial ownership interests disclosed |
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | 669,166 | 703,125 | Base rate increased to $708,750 effective Mar 1, 2024 |
| Cash Bonus ($) | 368,041 | 0 (awarded 100% of target, payment deferred, see below) | 2024 bonus awarded at 100% of target but deferred subject to cash availability |
| Other Compensation ($) | 58,060 | 60,987 | Benefits detail: 401(k) match, medical/dental, HSA, life insurance, PML |
| RSU Vesting Income ($) | 0 | 18,600 | 7,500 RSUs vested in Jan 2024 at $2.48/share |
| Equity Awards (Grant-date FV, $) | 439,240 | 699,070 | Option awards only (see details) |
Notes
- Annual cash incentive target was 60% of salary for 2024; payout approved at 100% of target based entirely on corporate objectives (clinical execution, financing, manufacturing, pipeline advancement), with Onsi’s bonus to be paid later in 2025 subject to cash authorization .
- Governance: Leap prohibits hedging/shorting and pledging or margining of company stock for directors/officers/employees .
Performance Compensation
Annual Bonus (Short-Term)
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Corporate objectives (clinical, BD/financing, manufacturing, pipeline) | 100% | 100% | Achieved | 100% of target; payment deferred for CEO subject to cash availability |
Long-Term Incentives (Equity)
- Award Type/Mix: Predominantly stock options (multi-year trend); a legacy 2022 RSU grant (32,500) with 3-year cliff was disclosed . No PSUs disclosed.
- 2024 Grants to Onsi: 170,000 options (Jan 29, 2024; 2016 Plan) and 170,000 options (Oct 2, 2024; 2022 Plan); vest monthly over 3 years .
- 2023 Grants to Onsi: 75,000 (Mar 31, 2023; 2016 Plan), 18,492 (Aug 23, 2023; 2016 Plan), 121,508 (Aug 23, 2023; 2022 Plan); all vest monthly over 3 years .
Option Grant Details (Selected)
| Grant Date | Shares | Exercise Price ($) | Vesting | Expiry |
|---|---|---|---|---|
| 1/29/2024 | 170,000 | 2.68 | Monthly over 3 years | 1/29/2034 |
| 10/2/2024 | 170,000 | 2.45 | Monthly over 3 years | 10/2/2034 |
| 3/31/2023 | 75,000 | 3.40 | Monthly over 3 years | 3/31/2033 |
| 8/23/2023 | 18,492 | 2.21 | Monthly over 3 years | 8/23/2033 |
| 8/23/2023 | 121,508 | 2.21 | Monthly over 3 years | 8/23/2033 |
| 1/31/2022 (RSU) | 32,500 | n/a | Cliff vest at 3 years or upon CoC | n/a |
Outstanding Equity (as of Dec 31, 2024 – excerpt)
- Options exercisable/unexercisable by grant with strike prices and expirations (multiple lines) are disclosed; e.g., 51,945 exercisable/118,055 unexercisable at $2.68 expiring 1/29/2034 and 9,445/160,555 at $2.45 expiring 10/2/2034 . A 2012 RSU grant (32,500) with $93,438 value at $2.875 is listed .
Equity Ownership & Alignment
Beneficial Ownership
| As-of Date | Shares Beneficially Owned | % Outstanding | Composition Detail |
|---|---|---|---|
| Oct 24, 2025 | 1,292,340 | 2.3% | Includes 106,146 direct; 261,840 (HCV VIII Trust); 414,480 (HCV IX); 2,136 (Nine Capital Partners, LLC); 471,862 options exercisable within 60 days; 1,154 warrants via Nine Capital; see footnote |
| Apr 21, 2025 | 1,204,978 | 2.9% | Includes 106,146 direct; 261,840 (HCV VIII Trust); 414,480 (HCV IX); 2,136 (Nine Capital); 419,222 options exercisable within 60 days; 1,154 warrants via Nine Capital; see footnote |
Additional Alignment / Policies
- Stock ownership guidelines not disclosed; however, company policy prohibits hedging/short sales and pledging or margining of company stock by directors/officers/employees (reducing misalignment/pledge risk) .
- Director equity compensation (options) granted annually to non-employee directors; Onsi does not receive director fees/equity for Board service because he is an employee .
Employment Terms
| Provision | Pre-Change in Control Termination (without cause/for good reason) | Within 1 Year Post-Change in Control (double trigger) |
|---|---|---|
| Cash Severance | 150% of annualized base salary (Onsi) | 2x annualized base salary |
| Bonus | Pro-rata bonus (timing as specified) | Pro-rata bonus (per agreement) |
| Equity | Acceleration of vesting on outstanding awards; option exercise window extended to 1 year | Increased benefits include option exercise window extended to 2 years; (severance enhancement applies; equity acceleration referenced under base clause) |
| COBRA | 18 months | 24 months |
| Non-Compete/Non-Solicit | Non-compete during employment and for 1 year thereafter; proprietary info and invention assignment in place | |
| 280G Cutback | Best-net approach (full vs. cutback to avoid excise tax) | |
| Clawback | Awards subject to clawback for restrictive covenant breaches and to any Board-adopted recoupment policy |
Board Governance (Onsi as Director)
- Board Service: Director since March 2020 ; not independent (management director) .
- Leadership Structure: CEO and Chairman roles are separated; Christopher Mirabelli is Chairman. Thomas Dietz serves as Lead Independent Director, and independent directors meet in executive session regularly (5 meetings in 2024); Board met 5 times in 2024 with all directors meeting at least 75% attendance thresholds .
- Committees: Audit, Compensation, and Nominating & Corporate Governance committees are fully independent; Onsi does not sit on these committees .
Dual-role implications
- Onsi holds both CEO and CFO roles, concentrating financial and operational authority; mitigants include separation of Chair/CEO, a robust Lead Independent Director role, and fully independent key committees .
Performance & Track Record
| Year | CEO CAP ($) | TSR (Value of $100) | Net Loss ($M) |
|---|---|---|---|
| 2024 | 1.220M | 9 | (68) |
| 2023 | 1.673M | 13 | (81) |
| 2022 | (1.619)M | 14 | (55) |
2024 corporate achievements tied to bonus determination included: execution of two randomized controlled sirexatamab trials, completion of equity financing led by Gilead, successful development of a new manufacturing process for sirexatamab, and advancement of FL-501 into development .
Compensation Structure Analysis
- Mix and Risk: Heavy reliance on stock options (multi-year monthly vest) aligns upside to share price appreciation; limited use of time-based RSUs (legacy 2022 grant) suggests higher risk/return orientation vs. RSU-heavy programs .
- Annual Bonus Design: 100% corporate metrics with qualitative/quantitative operational milestones; 2024 paid at 100% of target but CEO cash payment deferred, indicating cost/cash discipline .
- Clawbacks and Policies: Explicit clawback authority plus no hedging/pledging reduce governance risk and promote long-term alignment .
Related Party/Interlocks (Disclosure Highlights)
- Onsi has affiliations with HealthCare Ventures entities; beneficial ownership footnotes detail overlapping interests with HCV trusts and Nine Capital; Leap maintains a related-party transactions policy overseen by the Nominating & Corporate Governance Committee .
Say-on-Pay & Peer Group
- 2025 proxy sought an advisory say-on-pay vote; the Company engaged TenPas Consulting to build a peer group for benchmarking executive/director compensation; specific peer constituents and vote outcomes were not disclosed in the provided sections .
Equity Overhang/Plan Mechanics (Context)
- Equity plans outstanding and shares available for issuance as of Dec 31, 2024: 6,416,744 outstanding under plans; 986,563 remaining for future issuance; weighted average exercise price $8.43 .
- 2025 EIP proposal (subsequently brought to stockholders) expands capacity and includes evergreen and change-in-control provisions with potential for acceleration if awards are not assumed and continued .
Appendix: Financial Trends (context for pay-for-performance)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Income - (IS) ($) | (81,414,000) * | (67,789,000) * |
| EBITDA ($) | (85,925,000)* | (70,052,000)* |
| Cash from Operations ($) | (43,753,000) * | (60,299,000) * |
*Values retrieved from S&P Global.
Investment Implications
- Alignment: CEO’s ownership (~2.3% as of Oct 24, 2025) and option-heavy LTI promote long-term equity alignment; strong anti-hedging/pledging policies further reduce misalignment/pledge risk .
- Retention & Change-in-Control: Robust severance (150% salary; 2x salary in CIC with extended COBRA and exercise windows) and acceleration provisions provide retention stability through potential strategic events; monthly vesting schedule creates consistent vest-driven liquidity windows (potential modest selling pressure around tax/option exercises) .
- Governance: While Onsi’s consolidated CEO/CFO role centralizes control, the separation of Chair/CEO, Lead Independent Director, and fully independent committees mitigate independence concerns; board attendance and executive sessions indicate active oversight .
- Performance Linkage: Annual bonus determined entirely by corporate milestones (clinical, financing, manufacturing, pipeline), with payout in 2024 at 100% of target but cash payment deferred—signaling alignment to operational execution tempered by balance-sheet discipline .
- Risk/Red Flags: No evidence of hedging/pledging or option repricing; clawback provisions exist; related-party affiliations are disclosed and governed by policy; pay-versus-performance shows negative TSR trend in 2024 with substantial net losses typical of clinical-stage biopharma, emphasizing financing and execution risks .