Joanne Quan
About Joanne Quan
Joanne Quan, M.D., age 61, has served as Chief Medical Officer of Mirum Pharmaceuticals since January 2024. She holds a B.A. in molecular biology from UC Berkeley and an M.D. from Stanford; she completed internal medicine residency at Massachusetts General Hospital and a pulmonary/critical care fellowship at the University of Washington . Company performance context: Mirum reported 2024 net product sales of $336.4M and expanded Livmarli access to 30 countries ; Q3 2025 revenue was $133.0M and 2025 revenue guidance stands at $500–$510M . Mirum’s pay-versus-performance disclosure shows cumulative TSR improving across 2022–2024 and identifies net product sales as a key compensation-linked measure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nuvig Therapeutics Inc. | Chief Medical Officer | 2022–2023 | Clinical leadership at early-stage biotech |
| Modis Therapeutics | Chief Medical Officer | 2018–2021 | Rare disease development; company later acquired (Zogenix/UCB) |
| Eiger Biopharmaceuticals | Clinical development leadership | Not disclosed | Program leadership in hepatology/rare disease |
| InterMune | Clinical development leadership | Not disclosed | Pulmonology/rare disease programs |
| Arena Pharmaceuticals | Clinical development leadership | Not disclosed | Late-stage clinical operations |
| Bayhill Therapeutics | Clinical development leadership | Not disclosed | Autoimmune program leadership |
| ALZA (J&J) | Clinical development leadership | Not disclosed | Drug delivery/clinical operations |
| Genentech | Clinical development leadership | Not disclosed | Large-cap biotech clinical leadership |
| PathoGenesis | Clinical development leadership | Not disclosed | Anti-infectives clinical development |
External Roles
No public company board roles disclosed for Dr. Quan .
Fixed Compensation
| Item | 2024 | Notes |
|---|---|---|
| Base Salary (set) | $500,000 | Established January 2024 |
| Salary Paid | $479,167 | Prorated for start date |
| Target Bonus % | 45% of base | NEO targets aligned to peers |
| Target Bonus ($) | $225,000 | Derived from target % |
| Actual Bonus Paid | $334,457 | Prorated; based on 155% corporate achievement |
Performance Compensation
| Metric | Weight | Target | Actual/Certification | Payout Basis | Vesting/Timing |
|---|---|---|---|---|---|
| Annual Corporate Product Revenue | 50% | Not disclosed | 180% achievement | Included in 155% overall bonus factor | Cash bonus paid Jan 2025 |
| Commercial Expansion | 15% | Not disclosed | 100% achievement | Included in 155% overall bonus factor | Cash bonus paid Jan 2025 |
| Product Candidate Development | 25% | Not disclosed | 160% achievement | Included in 155% overall bonus factor | Cash bonus paid Jan 2025 |
| Operations/HR Goals | 10% | Not disclosed | 100% achievement | Included in 155% overall bonus factor | Cash bonus paid Jan 2025 |
| 2024 PSUs (Executive PSU award) | N/A | Net product sales levels for FY2025 | Not yet certified; contingent | Vests if FY2025 sales met | First tranche 3/15/2026; second tranche 3/15/2027 |
Equity grants detail:
- Options: 75,000 granted 1/16/2024 at $26.72 exercise price; vest 25% at first anniversary, remainder in 36 monthly installments .
- RSUs: 37,500 granted 1/16/2024; vest one-third annually on each of the first three anniversaries .
- PSUs: 10,000 granted 1/23/2024; vest contingent on FY2025 net product sales; tranches on 3/15/2026 and 3/15/2027 .
Grant summary:
| Grant Type | Grant Date | Shares/Units | Exercise Price or Grant-Date FV | Vesting Terms |
|---|---|---|---|---|
| Stock Options | 1/16/2024 | 75,000 | $26.72 per share; grant-date FV $19.11 | 25% at 1-year; then monthly for 36 months |
| RSUs | 1/16/2024 | 37,500 | Valued at closing price on grant date | One-third annually over 3 years |
| PSUs | 1/23/2024 | 10,000 target | Valued at closing price on grant date | Performance-based FY2025 net sales; vest 2026/2027 |
Equity Ownership & Alignment
| Ownership Component (as of Measurement Date: Feb 15, 2025) | Amount | Notes |
|---|---|---|
| Total Beneficial Ownership | 41,586 shares; <1% of outstanding | Outstanding shares 48,990,946 |
| Directly Owned Shares | 5,649 | Common stock |
| Options Exercisable within 60 days | 23,437 | From 1/16/2024 grant; vest schedule applies |
| RSUs Vesting within 60 days | 12,500 | First annual RSU tranche |
| Unvested RSUs (not vested as of 12/31/2024) | 37,500; $1,550,625 market value at $41.35 | Market value reference |
| Unvested/Unearned PSUs (target) | 10,000; $413,500 market/payout value | Performance-contingent |
| Options Unexercisable (as of 12/31/2024) | 75,000 | $26.72 exercise; 10-year term to 1/15/2034 |
| Stock Ownership Guidelines | 1x base salary for executive officers; expected within 5 years; NEOs compliant or within time | Alignment policy |
| Hedging/Pledging | Prohibited under Insider Trading and Window Period Policy | Alignment safeguard |
Upcoming vesting cadence and potential supply:
- RSUs: ~12,500 shares vest annually around 1/16/2025, 1/16/2026, 1/16/2027 (subject to continued service) .
- PSUs: contingent tranche vesting on 3/15/2026 and 3/15/2027 if FY2025 net product sales are certified; second tranche equals 50% of first .
- Options: ongoing monthly vest after initial 25% anniversary cliff for the 75,000 grant .
Employment Terms
| Item | Term |
|---|---|
| Start Date; Status | January 2024; at-will employment |
| Severance (non-CIC) | 9 months base salary; 12 months acceleration of time-based equity; 9 months health benefits |
| Change-in-Control (double trigger) | 18 months base salary; full acceleration of time-based equity; 150% of annual performance bonus; 18 months health benefits |
| Estimated Payouts (as of 12/31/2024) | Non-CIC total: $891,875 (Base $375,000; Equity accel $516,875) ; CIC total: $3,735,375 (Base $750,000; Bonus $337,500; Equity accel $2,647,875) |
| Clawback | Dodd-Frank-compliant clawback implemented; SOX 304 reimbursement potential |
| Perquisites, Pension/Deferred Comp | No executive fringe benefits; company pays standard life/disability premiums; no pension or nonqualified deferred comp |
Compensation Structure Analysis
- 2024 total reported compensation for Dr. Quan was $3,589,334, heavily equity-weighted (stock awards $1,328,622; options $1,433,288; cash bonus $334,457), supporting high at-risk pay alignment .
- No excise tax gross-ups; hedging and pledging prohibited; stock ownership guidelines instituted in Sept 2024 (1x salary for executives) with expected compliance within 5 years .
- Performance metrics driving pay include net product sales, development milestones, and non-GAAP operating income per pay-versus-performance framework; annual bonus was based on weighted corporate goals with overall 155% achievement for 2024 .
Compensation peer group and benchmarking:
- Peer group includes rare disease/commercial biopharma (e.g., Acadia, Amicus, Catalyst, Ultragenyx); no set percentile target; peer ranges informed salary/bonus/equity sizing .
- 2024 say-on-pay approval exceeded 96%, indicating investor support for program design .
Investment Implications
- Alignment: High variable/equity mix and PSUs tied to FY2025 net product sales create direct linkage to commercial execution; ownership guidelines and anti-hedging/pledging policies reinforce alignment .
- Retention/Turnover Risk: Double-trigger CIC economics (18 months salary, full time-based acceleration, 150% bonus) are protective but not extreme; ongoing multi-year RSU/option vesting cadence and contingent PSU tranches suggest balanced retention incentives .
- Near-term supply/insider pressure: Scheduled RSU tranches (~12,500 annually) and option monthly vesting can create periodic liquidity windows; monitor company 10b5-1 plan disclosures and Form 4s around anniversary dates (e.g., January 16 each year) .
- Execution focus: With 2025 revenue guidance at $500–$510M and pipeline catalysts into 2026–2027, compensation levers (bonus metrics, PSUs) emphasize revenue growth and development milestones—positive for pay-for-performance but increasing sensitivity to commercial/pricing dynamics .