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Stephen Eck

Senior Vice President, Clinical Development and Chief Medical Officer at MACROGENICSMACROGENICS
Executive

About Stephen Eck

Stephen L. Eck, M.D., Ph.D., is Senior Vice President, Clinical Development and Chief Medical Officer at MacroGenics; he joined in July 2020 and is a board-certified hematologist with extensive oncology drug development experience across Pfizer, Eli Lilly, Astellas, Immatics, and as prior CEO of Aravive; he holds a B.A. in Chemistry (Kalamazoo), an M.S./Ph.D. in Chemistry (Harvard), and an M.D. (University of Mississippi), with residency/fellowship at University of Michigan and was the Ann B. Young Assistant Professor of Cancer Research at the University of Pennsylvania; he is a Fellow of the AAAS . MacroGenics’ FY2024 total revenue rose 156% year over year to $149.962 million, while net loss was $66.966 million . Pay-versus-performance disclosure shows the company’s TSR value of an initial $100 investment fell to $14.22 in 2024 from $42.08 in 2023; net loss was $66,966 thousand in 2024 vs $9,058 thousand in 2023 .

Past Roles

OrganizationRoleYearsStrategic Impact
Immatics (public)Chief Medical OfficerNot disclosed Led clinical development at an immunotherapy company
AraviveChief Executive Officer (prior)Not disclosed CEO leadership in oncology biotech
Luminex Corporation (public)Director (prior)Not disclosed Board oversight at diagnostics company
Astellas Pharma, Inc.VP, Oncology Medical SciencesNot disclosed Oversight of oncology drug development plans
Eli Lilly and CompanyVP, Translational Medicine & PharmacogenomicsNot disclosed Led Clinical Pharmacology, Diagnostic & Experimental Medicine, Laboratory for Experimental Medicine
PfizerVP, Translational MedicineNot disclosed Translational medicine leadership
University of PennsylvaniaAnn B. Young Assistant Professor of Cancer ResearchNot disclosed Academic cancer research appointment

External Roles

OrganizationRoleYearsStrategic Impact
Circulogene Theranostics (private)DirectorNot disclosed Oversight in precision diagnostics
1cBio (private)DirectorNot disclosed Board role at biotech
Personalized Medicine CoalitionBoard MemberNot disclosed Non-profit education/advocacy in personalized medicine
Central Pennsylvania ClinicBoard MemberNot disclosed Nonprofit healthcare clinic governance
Keck Graduate InstituteFormer TrusteeNot disclosed Academic institution governance
Fellow, AAASFellowNot disclosed Professional recognition

Fixed Compensation

Metric20232024
Base Salary ($)521,808 542,769
Target Bonus %40% 40%
Target Bonus ($)208,723 (40% of 2023 base; not separately disclosed)218,400
All Other Compensation ($)13,200 13,800

Performance Compensation

MetricWeightingTargetActual AchievementPayoutVesting
Annual Cash Incentive (2024)Weighted company + individual; committee discretion $218,400 (40% of base) 82% $178,739 Cash; paid Q1 2025
Equity Awards (time-vested)N/A33,500 RSUs; 90,000 options (2024 grants) N/AGrant-date fair values included in SCT: Stock $613,050; Options $1,297,251 (2024) Options: 12.5% at 6 months, remainder quarterly over 14 quarters; RSUs: equal annual installments over 3 years

Equity Ownership & Alignment

Ownership ItemValue
Shares owned (common)29,377
Shares issuable within 60 days (options exercisable/RSUs vesting)522,500
Total beneficial ownership551,877
Ownership % of outstandingLess than 1% (out of 63,090,323 shares outstanding)
Stock ownership guidelinesSection 16 officers required to hold stock equal to 1x base salary within 5 years; CEO 3x; directors 3x annual retainer
Hedging/pledgingProhibited for directors, officers, employees
Clawback policyAdopted Nov 2023 to comply with SEC Rule 10D-1/Nasdaq; recoup erroneous incentive comp within 3-year lookback upon restatement, regardless of misconduct
Repricing prohibition2023 Equity Plan prohibits option/SAR repricing without shareholder approval

Outstanding Equity Awards at FY2024 Year-End (Stephen Eck)

Grant DateOptions Exercisable (#)Options Unexercisable (#)Exercise Price ($)ExpirationUnvested RSUs (#)Market Value of Unvested RSUs ($)
7/1/2020200,000 28.87 7/1/2030
2/22/202156,250 3,750 19.18 2/22/2031
2/22/2022103,125 46,875 10.15 2/22/2032
2/15/202387,500 112,500 4.82 2/15/2033 33,330 108,323
2/8/202416,875 73,125 18.30 2/8/2034 33,500 108,875

Employment Terms

  • Employment agreement entered July 2020; amended January 1, 2025 .
  • Non-compete and non-solicit: 12 months post-termination; confidentiality and invention assignment obligations apply .
  • Severance (requires irrevocable release; compliance with covenants):
    • Without change in control: 12 months base salary; 12 months health benefits (or until new employment provides similar benefits, if earlier); no acceleration of unvested equity .
    • Termination within one year following change in control (double trigger): 12 months base salary plus target bonus; 12 months health benefits; 100% acceleration of unvested equity awards .

Potential Payments (as of 12/31/2024)

ScenarioCash Payment ($)Health Benefit Continuation ($)Acceleration of Unvested Equity ($)Total ($)
Absent a change in control546,000 26,627 572,627
In connection with a change in control764,400 26,627 217,198 1,008,225

Compensation & Incentives

Multi-Year Compensation (Summary Compensation Table)

Component ($)20232024
Salary521,808 542,769
Stock Awards (grant-date fair value)241,000 613,050
Option Awards (grant-date fair value)742,820 1,297,251
Non-Equity Incentive (Annual Bonus)231,840 178,739
All Other Compensation13,200 13,800
Total1,750,668 2,645,609

2024 Equity Grants

Award TypeNumber Granted
RSUs33,500
Stock Options90,000

Program Design & Metrics

  • Annual bonus targets and outcomes (2024): Target 40% of base; achievement 82%; payout $178,739 .
  • Equity program: mix of time-vested options and RSUs; options vest 12.5% at 6 months then quarterly over 14 quarters; RSUs vest annually in equal thirds over 3 years; exercise price set at close price on grant date .

Compensation Peer Group (2024 cycle)

Peer Companies
2seventy bio; Agenus, Inc.; Atara Biotherapeutics; Deciphera Pharmaceuticals; G1 Therapeutics; Gritstone Bio; Inovio Pharmaceuticals; Karyopharm Therapeutics; Mersana Therapeutics; Merus N.V.; NGM Biopharmaceuticals; Precigen; REGENXBIO; Rigel Pharmaceuticals; Scholar Rock; Xencor, Inc.; Y-mAbs Therapeutics; Zymeworks
  • Committee uses market data, internal equity, and performance; no fixed percentile targets; independent consultants (Compensia; Alpine Rewards) engaged in 2024–2025 .

Say-On-Pay & Shareholder Feedback

  • Advisory approval of NEO compensation: 2023: 88.9%; 2024: 95.7% .
  • 2025 Annual Meeting (May 21, 2025) advisory vote on NEO pay: For 42,433,276; Against 1,382,356; Abstain 17,656; Broker non-votes 8,171,555 .
  • 2025 approval of amendment adding 1,250,000 shares to 2023 Equity Incentive Plan: For 26,266,489; Against 17,556,578; Abstain 10,221; Broker non-votes 8,171,555 .

Compensation Structure Analysis

  • Shift toward equity: Eck’s stock awards rose from $241,000 (2023) to $613,050 (2024) and option awards from $742,820 to $1,297,251, indicating increased equity weighting aligned with 2023 performance and market factors .
  • Time-vested awards dominate (no disclosed PSUs), lowering direct performance linkage vs market-based equity, though options link to share price appreciation and RSUs retainment value .
  • Clawback, anti-hedging/pledging and no-repricing provisions mitigate shareholder risk and discourage misalignment .

Risk Indicators & Red Flags

  • Hedging/pledging: Prohibited, reducing alignment risk from collateral pledges .
  • Clawback: SEC-compliant recoupment policy in place .
  • Equity plan governance: No single-trigger acceleration under the plan; repricing prohibited without shareholder approval .

Equity Ownership & Alignment Implications

  • Beneficial ownership <1% with substantial options exercisable within 60 days (522,500), implying meaningful exposure to share price outcomes; RSU vesting creates predictable annual settlement that may introduce periodic selling needs for tax/liquidity .
  • Stock ownership guidelines require 1x salary for Section 16 officers within five years; individual compliance status not disclosed .

Employment Terms Implications

  • Severance absent CoC: 12 months base ($546,000) and benefits ($26,627), no acceleration; reduces immediate turnover costs but limits windfalls .
  • Double-trigger CoC: 12 months base plus target bonus ($764,400) and full acceleration ($217,198), which could accelerate selling pressure upon a transaction and raises retention costs around M&A .

Investment Implications

  • Pay-for-performance linkage leans on time-vested equity and an annual bonus tied to combined company/individual outcomes; absence of PSUs reduces direct linkage to TSR or financial KPIs, though options embed market alignment .
  • Ownership and policy safeguards (anti-pledging, clawback, no repricing, stock ownership guidelines) are supportive of alignment; however, sizable time-based grants and full acceleration under CoC could drive event-driven supply overhang .
  • Macro backdrop: Revenues surged 156% YoY in 2024 but TSR deteriorated and net loss widened; this divergence suggests equity value sensitivity to pipeline, milestones, and partner dynamics—bonus outcomes reflected controlled achievement (82%) rather than outsized payouts .