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Thomas Dietz

Lead Independent Director at LPTXLPTX
Board

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

OrganizationRoleTenureCommittees/Impact
Pacific Growth Equities, LLCCo-CEO, then CEO & Director2004–2009Led investment bank/inst. brokerage; later acquired by Wedbush
Wedbush SecuritiesHead of Investment BankingUntil Nov 2010Led investment banking division post-acquisition
UCSF/VA Medical CenterResearch Faculty, Dept. of MedicinePrior to 1993Academic research background
Firebrand River Capital, LLCManaging General PartnerFounded 2021Biotech-focused investment advisory
Waypoint Holdings, LLCChairman & CEOCurrentDiversified financial holdings/services

External Roles

CompanyRoleCommittees
Eiger Biopharmaceuticals, Inc. (Nasdaq: EIGR)Chairman
Paratek Pharmaceuticals (Nasdaq: PRTK)DirectorCompensation and Audit Committees
Various private companiesDirector

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

ComponentAmountNotes
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 expensesActuals reimbursedReasonable travel/out-of-pocket reimbursed

FY2024 Director Compensation (Thomas Dietz):

ItemAmount ($)
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:

MetricTargetActualApplication
Performance metrics tied to director equityNone disclosed N/ADirector options vest time-based; no TSR/financial KPI linkage

Other Directorships & Interlocks

CompanySectorPotential Interlock Risk
Eiger Biopharmaceuticals (EIGR)BiopharmaOverlapping biotech domain; no specific transactions or conflicts disclosed at Leap
Paratek Pharmaceuticals (PRTK)Anti-infectivesOverlapping 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 DateShares Beneficially Owned% OutstandingNotes
Oct 24, 2025118,892 <1% (“*”) Includes options exercisable within 60 days per SEC rules; OS shares basis: 56,651,840

Outstanding option awards (Dec 31, 2024):

CategoryShares
Exercisable88,892
Unexercisable30,000
Total118,892

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 .