Joseph Loscalzo
LPTXAbout Joseph Loscalzo
Joseph Loscalzo, MD, PhD (age 73), has served as an independent director of Leap Therapeutics (LPTX) since January 2016. He is the Hersey Professor of the Theory and Practice of Medicine at Harvard Medical School and Chairman of the Department of Medicine and Physician‑in‑Chief at Brigham and Women’s Hospital, with prior leadership roles at Boston University; his education includes an AB (summa cum laude), PhD in biochemistry, and MD from the University of Pennsylvania and clinical training at Brigham and Women’s/Harvard Medical School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Brigham and Women’s Hospital | Chairman of Medicine; Physician‑in‑Chief | Returned July 2005; prior residency/fellowship at BWH | Leadership of large academic department; clinical governance |
| Harvard Medical School | Hersey Professor of Medicine | Current | Academic leadership; education |
| Boston University | Chief of Cardiology (1994); Wade Professor & Chair of Medicine; Director, Whitaker Cardiovascular Institute | 1994–2005 | Departmental leadership; research oversight |
| NIH/NHLBI | Chair, Board of Scientific Counselors; Council of Councils (member) | Prior service | National research oversight |
| ABIM, AHA, Sarnoff Society | Chair roles (Cardiovascular Board; Research Committee; Scientific Board) | Prior service | Professional standards and research leadership |
| Circulation; Harrison’s Principles of Internal Medicine | Editor‑in‑Chief (past); Senior Editor (current) | Prior/current | Editorial stewardship; clinical science dissemination |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Ionis Pharmaceuticals, Inc. (IONS) | Director | Public | Current public company directorship (potential interlock consideration) |
| New England Journal of Medicine | Editor‑at‑Large | Non‑profit/Academic | Scientific editorial role |
| Reagan‑Udall Foundation for the FDA; Friends of Cancer Research | Board member | Non‑profit | External governance in biomedical policy (listed in biographical section for other LPTX directors; Loscalzo’s non‑profit roles specifically noted for NEJM and NIH bodies) |
Board Governance
- Committee assignments: Nominating and Corporate Governance Committee (member); Chair is James Cavanaugh. Compensation Committee chaired by William Li; Audit Committee chaired by Thomas Dietz (Loscalzo is not listed on Audit/Comp) .
- Independence: The Board determined all directors except Christopher Mirabelli and Douglas Onsi are independent; Loscalzo qualifies as an independent director under Nasdaq rules .
- Attendance and engagement: The Board met 5 times in 2024; each director attended at least 75% of Board and applicable committee meetings. Independent directors held executive sessions at every Board meeting (5 total in 2024). Nominating & Corporate Governance Committee met once in 2024; Compensation twice; Audit five times .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $45,000 | Standard non‑employee director annual fee |
| Committee fees | $5,500 | Member, Governance & Nominating Committee (not chair) |
| Meeting fees | None listed | Fees are semi‑annual retainers; travel reimbursements only |
| 2024 cash fees earned | $50,500 | $45,000 director fee + $5,500 committee fee |
| 2024 Director Compensation | Fees Earned ($) | Option Awards ($) | Other Comp ($) | Total ($) |
|---|---|---|---|---|
| Joseph Loscalzo | 50,500 | 98,055 | 0 | 148,555 |
Performance Compensation
| Grant Type | Grant Timing | Shares | Vesting | Fair Value | Notes |
|---|---|---|---|---|---|
| Stock options (annual) | Jan 2024 | 25,000 | Vests quarterly over 1 year | Included in $98,055 total option FV | Exercise price = fair market value at grant |
| Stock options (second grant) | Oct 2024 | 25,000 | Vests quarterly over 1 year | Included in $98,055 total option FV | Lead Independent Director receives 30,000; others 25,000 |
Option awards are time‑based, not performance‑metric based; the company’s insider trading policy prohibits hedging/pledging, supporting alignment of equity awards with shareholder value . Clawback provisions exist under company equity plans, allowing rescission of awards for cause or covenant breaches .
Other Directorships & Interlocks
- Public company: Ionis Pharmaceuticals, Inc. (IONS) – Director .
- Non‑profit/academic: Editorial and national research bodies (NEJM; NIH committees, prior roles) .
- No disclosed related‑party transactions involving Loscalzo; the company’s related‑party transactions require advance committee approval, and indemnification agreements are standard for all directors .
Expertise & Qualifications
- Education: AB (summa cum laude), PhD (biochemistry), MD – University of Pennsylvania; clinical training at Brigham and Women’s/Harvard Medical School .
- Technical expertise: Cardiovascular medicine, translational research, academic leadership; senior editorial roles at top medical journals .
- Board qualifications: Independence; governance experience; extensive scientific credentials; large‑scale academic department leadership .
Equity Ownership
| Date (Record) | Total Beneficial Ownership (shares) | % of Outstanding | Composition |
|---|---|---|---|
| Apr 21, 2025 | 94,455 | <1% | Includes 94,455 options exercisable within 60 days |
| Oct 24, 2025 | 100,705 | <1% | Includes 100,705 options exercisable within 60 days |
| Options Outstanding (Dec 31, 2024) | Exercisable | Unexercisable | Total |
|---|---|---|---|
| Joseph Loscalzo | 75,705 | 25,000 | 100,705 |
Alignment indicators:
- Hedging/pledging: Prohibited by insider trading policy (no margin or pledging of LPTX shares) .
- Ownership guidelines: Not disclosed for directors in proxy; beneficial ownership is primarily via stock options .
Governance Assessment
- Strengths: Independence; sustained board service since 2016; relevant scientific and healthcare governance expertise; consistent attendance; service on Nominating & Corporate Governance Committee supports board refresh and governance practices .
- Compensation alignment: Director pay mix emphasizes modest cash retainers and time‑vested options; hedging/pledging prohibitions and clawback provisions enhance alignment and risk control .
- Potential conflicts and signals: Concurrent Ionis Pharmaceuticals board seat presents limited direct competitive overlap with Leap’s oncology antibody programs; no related‑party transactions disclosed for Loscalzo. Board independence remains robust, though recent financing and lead investor nomination rights (Winklevoss Capital) may affect future board composition and chair selection—an area to monitor for governance balance .