Thomas Dietz
About Thomas Dietz
Thomas Dietz, PhD, age 61, has served on Leap Therapeutics’ Board since January 2016 and is the Lead Independent Director, Audit Committee Chair, and a member of the Compensation Committee . He holds a PhD in molecular biology and biochemistry from Washington University in St. Louis and was a National Science Foundation Postdoctoral Fellow . The Board has determined he is independent under Nasdaq rules and that he qualifies as an “audit committee financial expert” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pacific Growth Equities, LLC | Co-CEO, then CEO & Director | 2004–2009 | Led investment bank/inst. brokerage; later acquired by Wedbush |
| Wedbush Securities | Head of Investment Banking | Until Nov 2010 | Led investment banking division post-acquisition |
| UCSF/VA Medical Center | Research Faculty, Dept. of Medicine | Prior to 1993 | Academic research background |
| Firebrand River Capital, LLC | Managing General Partner | Founded 2021 | Biotech-focused investment advisory |
| Waypoint Holdings, LLC | Chairman & CEO | Current | Diversified financial holdings/services |
External Roles
| Company | Role | Committees |
|---|---|---|
| Eiger Biopharmaceuticals, Inc. (Nasdaq: EIGR) | Chairman | — |
| Paratek Pharmaceuticals (Nasdaq: PRTK) | Director | Compensation and Audit Committees |
| Various private companies | Director | — |
Board Governance
- Committee assignments: Lead Independent Director; Audit Committee Member and Chair; Compensation Committee Member .
- Independence: Board determined all directors except Mirabelli and Onsi were independent; audit and compensation members met SEC independence criteria (Dietz included) .
- Attendance: In 2024, Board met 5 times; each director attended at least 75% of Board and committee meetings on which they served . Compensation Committee met 2 times; Nominating & Corporate Governance met 1 time in 2024 .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Director Retainer (cash) | $45,000 | Paid semi-annually in arrears |
| Audit Committee Chair fee | $20,000 | Higher retainer for chairpersons |
| Compensation Committee Member fee | $7,500 | Member retainer |
| Lead Independent Director stipend | $35,000 (2025 schedule) | Increased from $30,000 in 2024 |
| Reimbursement of expenses | Actuals reimbursed | Reasonable travel/out-of-pocket reimbursed |
FY2024 Director Compensation (Thomas Dietz):
| Item | Amount ($) |
|---|---|
| Fees Earned (cash) | $102,500 |
| Option Awards (grant-date fair value, ASC 718) | $117,666 |
| Other Compensation (expense reimbursements) | $23,217 |
| Total | $243,383 |
| Fees breakdown footnote | $45,000 director; $20,000 Audit Chair; $7,500 Comp member; $30,000 Lead Independent |
Performance Compensation
Annual equity awards for non-employee directors:
- 2024: Options to purchase 25,000 shares for directors and 30,000 for Lead Independent Director; exercise price = fair market value on grant date; vest quarterly over one year. Grants were made in January 2024 and October 2024 with the same amounts/terms .
- 2023: Options to purchase 15,000 shares; Lead Independent Director 17,500; vest quarterly over one year; separate new director grant of 10,000 vesting over 3 years .
Director performance metrics table:
| Metric | Target | Actual | Application |
|---|---|---|---|
| Performance metrics tied to director equity | None disclosed | N/A | Director options vest time-based; no TSR/financial KPI linkage |
Other Directorships & Interlocks
| Company | Sector | Potential Interlock Risk |
|---|---|---|
| Eiger Biopharmaceuticals (EIGR) | Biopharma | Overlapping biotech domain; no specific transactions or conflicts disclosed at Leap |
| Paratek Pharmaceuticals (PRTK) | Anti-infectives | Overlapping life sciences; no specific transactions or conflicts disclosed at Leap |
Expertise & Qualifications
- Audit committee financial expert; meets Nasdaq/SEC independence standards .
- Deep sell-side and investment banking leadership experience; biotech equity research background .
- Scientific training and research credentials; PhD, NSF Postdoc .
- Multi-board experience in biopharma and private companies .
Equity Ownership
| As-of Date | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Oct 24, 2025 | 118,892 | <1% (“*”) | Includes options exercisable within 60 days per SEC rules; OS shares basis: 56,651,840 |
Outstanding option awards (Dec 31, 2024):
| Category | Shares |
|---|---|
| Exercisable | 88,892 |
| Unexercisable | 30,000 |
| Total | 118,892 |
Shares pledged: Not disclosed in proxy; no pledging indicated .
Insider trades: No Form 4 transactions found for Thomas Dietz between 2023-01-01 and 2025-11-20 (per insider-trades skill query on Nov 20, 2025).
Governance Assessment
- Independence and expertise: Dietz is a seasoned financial and scientific executive, designated audit committee financial expert, and Lead Independent Director—positives for oversight quality .
- Engagement: Board and committee attendance thresholds were met in 2024; Compensation and Nominating committees convened and acted, indicating functioning governance processes .
- Compensation structure: Cash retainers plus annual options; LID stipend increased from $30,000 (2024) to $35,000 (2025), and director option grant sizes rose materially in 2024 (to 25,000/30,000 from 15,000/17,500 in 2023), modestly raising guaranteed cash and equity value—watch for pay inflation relative to Leap’s performance and size .
- Ownership alignment: Beneficial ownership is <1% and comprised largely of options; time-based vesting lacks explicit performance linkages, which is typical for director pay but provides limited pay-for-performance alignment compared to performance-based units .
- Conflicts/related party: Company maintains a robust related party transaction approval policy; recent proxies disclose indemnification agreements but no specific related-party transactions involving Dietz; no pledging disclosed—low conflict indicators .
- RED FLAGS to monitor:
- Rising director equity grant sizes and LID stipend could be seen as pay inflation if not tied to improved outcomes .
- Multi-board commitments (EIGR, PRTK, private boards) increase time demands; potential information interlocks should be monitored, though no related-party dealings are disclosed at Leap .