Kristen Buck
About Kristen Buck
Kristen K. Buck, M.D., age 51, is Executive Vice President of Research & Development and Chief Medical Officer at Lisata Therapeutics (LSTA). She joined Lisata in September 2021 after senior clinical leadership roles at ICON plc, Optum Insights (UnitedHealth Group), and Quintiles/IQVIA, and prior regulator and industry experience at FDA and AstraZeneca; she is a board-certified physician who earned her M.D. at Penn State College of Medicine and completed residency at Abington Memorial Hospital . Company performance context: Lisata’s Pay-vs-Performance table shows cumulative value of a $100 TSR investment rising to $23.61 by 2024 with net losses of ($20M) in 2024, ($21M) in 2023, and ($54M) in 2022 ; 2025 YTD revenue was $70 thousand with continued operating losses given R&D-stage status .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ICON plc | Chief Medical Officer | 2020–2021 | Led medical/scientific governance and Drug Development Services group |
| Optum Insights (UHG) | SVP & Chief of Clinical Development | 2018–2020 | Led clinical operations and regulatory groups within Digital Research Network trial business |
| Quintiles/IQVIA | VP, Global Strategic Drug Development | 2014–2018 | Designed development plans and protocols across therapeutic areas for biotech and pharma |
| U.S. FDA (OND) | Medical Officer | Earlier (dates not disclosed) | Reviewed efficacy/safety for new indications and post‑marketing safety for 40+ drugs |
| AstraZeneca | Global Safety Physician; Global Study Physician | Earlier (dates not disclosed) | Safety and study oversight across multiple therapeutic areas |
| Primary care practice | Physician | Earlier (dates not disclosed) | Clinical practice experience |
External Roles
| Organization | Role | Status |
|---|---|---|
| Biorasi Inc. (global CRO) | Senior Medical Advisor; Scientific Advisory Board member | Current |
- Her employment agreement allows service on up to two external private/public company boards with Board permission, non-competing and non-interfering with duties .
Fixed Compensation
| Component | 2023 | 2024 | Current/Notes |
|---|---|---|---|
| Base Salary ($) | $574,443 | $597,421 | Amended to $599,342 effective Jun 10, 2025 |
| Target Bonus (% of base) | 50% | 50% | Determined vs corporate goals |
| Actual Annual Bonus ($) | $293,548 | $299,671 | |
| 401(k) Company Match ($) | $8,250 | $8,250 |
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting / Key Terms |
|---|---|---|---|---|---|
| Annual Cash Bonus | Corporate goals (Company-set) | Not disclosed | 50% of base | 2023: $293,548; 2024: $299,671 | Cash; paid annually |
| Performance Stock Units (PSUs) – 2023 | Company performance criteria | Not disclosed | 7,000 units; grant date fair value $21,000 | Criteria not met; canceled in 2023 | Performance-vested |
| Performance Stock Units (PSUs) – 2024 | Company performance criteria | Not disclosed | 15,000 units; grant date fair value $46,200 | Criteria met in 2024 | Performance-vested |
| Restricted Stock (RS) | Time-based vesting | N/A | 27,000 RS granted Jan 9, 2024 | $129,360 grant-date value in 2024; $75,000 in 2023 | 4 equal annual installments for 2022/2023/2024 grants |
| Stock Options | N/A | N/A | 14,000 options at $3.08 grant Jan 9, 2024 | $30,359 option award value in 2024; $18,576 in 2023 | 4 equal annual installments for 2022–2024 grants; 3 equal annual for 2021 hire grant |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 174,821 shares; includes options to purchase up to 95,027 shares exercisable within 60 days of Apr 17, 2025 |
| Ownership as % of outstanding | 2.0% |
| Options – exercisable/unexercisable | 75,861 (exercisable; 7/27/2021 grant, $19.20); 1,625/541 (exercisable/unexercisable; 1/10/2022 $13.76); 4,500/4,500 (1/9/2023 $3.00); 3,500/10,500 (1/9/2024 $3.08) |
| Restricted Stock – unvested | 1,075 (1/10/2022); 9,000 (1/9/2023); 20,250 (1/9/2024) with market values $3,204; $26,820; $60,345 at 12/31/2024 |
| Vesting schedules | RS/Options generally vest in 4 equal annual installments for 2022–2024 grants; 2021 options in 3 equal annual installments |
| Pledging/Hedging policy | Prohibits short sales, use of company securities to secure margin/loans (pledging), collars/hedging, and trading in public options; pre-clearance required; blackouts apply |
| Stock ownership guidelines | Section 16 officers must hold equity worth 1x base salary; compliance expected by June 2028; all are making appropriate progress as of Apr 25, 2025 |
Employment Terms
| Term | Provision |
|---|---|
| Employment start and role | Employment Agreement dated Jul 26, 2021; EVP R&D & CMO |
| Contract term | Amended & Restated Employment Agreement dated Jun 10, 2025: initial 3-year term from Start Date; auto-renews for 1-year periods unless 90-day prior notice |
| Base salary (current) | $599,342 (amended from $550,000 effective Jun 10, 2025) |
| Annual equity awards | Eligible annually per equity plan at Board/Comp Committee discretion |
| Annual bonus | Target 50% of base; determined vs corporate goals |
| Severance (non-CIC) | If terminated without Cause or resign for Good Reason: (i) Accrued payments; (ii) 12 months base salary; (iii) lump sum equal to 50% of then annual base salary for bonus; (iv) COBRA reimbursement during severance period; (v) extend exercise date of vested options up to earlier of 1-year post termination or original expiry |
| Severance (Change in Control) | If terminated without Cause or for Good Reason during CIC window: non‑CIC benefits plus full vesting of all outstanding unvested equity awards; severance period extended to 15 months; bonus equals 125% of 50% of base; COBRA reimbursements for full premiums |
| Good Reason | Includes material reduction in base salary; notice/cure and timing requirements apply |
| CIC determinations | For terminations within two years following CIC, determinations of Cause/Good Reason and entitlements are made by the Incumbent Board pre‑CIC; may delegate to independent third party |
| CIC definition update | Includes shareholder approval of any plan of complete liquidation, subject to 409A CIC requirements |
| 409A/Payment form | Clarifies severance under 401(a)(17)×2 limit qualifies for involuntary separation pay exception; allows lump sum on next payroll post termination; election mechanics addressed |
| Benefits | 29 days PTO; participation in executive benefits per Company plans |
Additional Compensation and Governance Context
- Executive compensation program administered by independent Compensation Committee; Radford/AON engaged as independent consultant for benchmarking and peer market analysis; Committee charter outlines duties and independence checks .
- No pensions, SERP, or non-qualified deferred compensation plans .
- Related party transactions: none in fiscal 2024 per Audit Committee policy and review .
Investment Implications
- Alignment: Buck holds 2.0% beneficial ownership including significant vested options and unvested restricted stock; Company prohibits hedging and pledging, and has stock ownership guidelines requiring 1x base salary by June 2028, mitigating misalignment risk .
- Retention economics: Non‑CIC severance equals 12 months salary plus a bonus equal to 50% of base and COBRA reimbursements, with option exercise extension; CIC protection adds 100% equity acceleration and richer bonus/severance—suggesting strong retention but potential accelerated supply post‑CIC .
- Pay-for-performance signals: PSUs canceled in 2023 and met in 2024 indicate variability tied to corporate criteria; annual bonuses paid near 50% target reflect achievement of internal goals despite net losses typical of R&D-stage biopharma .
- Near-term selling pressure: Unvested RS and options vest ratably through 2026–2028 based on grant dates; full acceleration triggers only on CIC scenarios, reducing baseline insider selling pressure but creating potential event-driven supply .