Simon Sturge
About Simon Sturge
Independent Chairperson of the Board at MoonLake Immunotherapeutics (MLTX); age 66 as of April 22, 2025; director since April 2022; chairs the MoonLake AG board. Prior roles include CEO of Kymab Ltd (May 2019–July 2021), COO at Merck Group Germany (March 2013–April 2019), and SVP at Boehringer Ingelheim (January 2010–January 2013). He holds a degree from the University of Sussex and currently serves on the board of Galapagos NV (Nasdaq: GLPG) since September 2023 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kymab Ltd | Chief Executive Officer | May 2019–July 2021 | Led biotech operations; CEO experience |
| Merck Group (Germany) | Chief Operating Officer (most recent role) | Mar 2013–Apr 2019 | Global operations oversight |
| Boehringer Ingelheim | Senior Vice President | Jan 2010–Jan 2013 | Pharma executive leadership |
| Feedback PLC (LON: FDBK) | Director | 2017–Jun 2021 | UK-listed company board experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Galapagos NV (Nasdaq: GLPG) | Director | Since Sep 2023 | Public company directorship |
| Private biotech companies (2) | Director | Current | Multiple private boards |
| Private consulting company | Director | Current | Private company role |
| Private investment company | Director | Current | Private company role |
Board Governance
| Item | Detail |
|---|---|
| Board leadership | Independent Chairperson; CEO role separated from Chair |
| Independence | Determined independent under Nasdaq rules |
| Committee assignments | Audit Committee member; Nominating Committee Chair |
| Committee meetings (2024) | Audit: 4; Compensation: 2; Nominating: 2 |
| Executive sessions | Independent directors meet at every regular Board meeting |
| Board attendance (2024) | Board met 4 times; each director attended ≥75% of meetings |
Fixed Compensation
| Director Compensation Program Rates | Amount (USD) |
|---|---|
| Annual Board retainer | $40,000 |
| Chair of the Board retainer | $35,000 |
| Audit Committee chair/member | $17,500 / $7,500 |
| Compensation Committee chair/member | $12,000 / $5,000 |
| Nominating Committee chair/member | $8,000 / $4,000 |
| Non-Board committee (e.g., Scientific Advisory Board) | $35,000 |
| 2024 Director Compensation – Simon Sturge | Amount (USD) |
|---|---|
| Fees earned or paid in cash | $90,500 |
| Option awards (grant-date fair value) | $225,005 |
| Total | $315,505 |
| 2024 Cash Fee Components – Simon Sturge | Rate (USD) | Eligibility |
|---|---|---|
| Annual retainer | $40,000 | Yes (Board member) |
| Chair of the Board | $35,000 | Yes (Independent Chair) |
| Audit Committee member | $7,500 | Yes (member) |
| Nominating Committee chair | $8,000 | Yes (chair) |
| Total | $90,500 | — |
Performance Compensation
| Director Equity Grants (Options) | Grant Date | Options (#) | Exercise Price (USD) | Vesting Terms |
|---|---|---|---|---|
| Annual non-employee director grant | Jun 6, 2024 | 7,688 | $42.44 | Vests in full on the earlier of (i) one-year anniversary, (ii) next AGM, or (iii) Change of Control; subject to continued service |
| Annual non-employee director grant | Jun 5, 2025 | 6,682 | $48.83 | Vesting terms not detailed in Form 4; director program uses service-based vesting |
- Option inventory: Sturge held 63,985 outstanding options as of Dec 31, 2024 .
- Change-of-control treatment: Director option grants vest in full upon a Change of Control .
Other Directorships & Interlocks
| Company | Role | Interlocks/Notes |
|---|---|---|
| Galapagos NV (Nasdaq: GLPG) | Director | Public company; no MLTX-disclosed interlock conflicts |
| Feedback PLC (LON: FDBK) | Director (2017–Jun 2021) | Prior public board |
- Compensation Committee Interlocks: None among MLTX Compensation Committee members; no insider participation .
Expertise & Qualifications
- Deep biopharma operating experience (CEO at Kymab; COO at Merck Group Germany; SVP at Boehringer Ingelheim) .
- Public-company board experience in EU/US (Galapagos NV; Feedback PLC) .
- Governance experience as independent Chair of MLTX and Chair of Nominating Committee .
- Education: Degree from University of Sussex .
Equity Ownership
| Holding | Amount | Notes |
|---|---|---|
| Class A shares beneficially owned | 220,965 | Includes 171,980 Class A shares and 48,985 options exercisable within 60 days |
| % of Class A outstanding | <1% | As of March 15, 2025 |
| Options outstanding (aggregate) | 63,985 | As of Dec 31, 2024 |
| Hedging/pledging policy | Hedging and pledging prohibited | Company-wide insider trading policy |
Insider Trades (Form 4)
| Transaction Date | Type | Securities Transacted (#) | Price (USD) | Post-Transaction Holdings (#) | Security | Filing URL |
|---|---|---|---|---|---|---|
| Oct 4, 2024 | Sale (S) | 171,000 | $53.72 | 171,980 | Class A ordinary shares | |
| Jun 6, 2024 | Award (A) | 7,688 | $42.44 | 7,688 options | Option to Buy | |
| Jun 5, 2025 | Award (A) | 6,682 | $48.83 | 6,682 options | Option to Buy |
Governance Assessment
-
Strengths:
- Independent Chair with separated CEO/Chair roles; robust independent oversight and executive sessions each regular meeting .
- Active committee leadership (Nominating Chair; Audit member) with defined charters and meeting cadence (Audit: 4; Comp: 2; Nominating: 2 in 2024) .
- Board independence confirmed under Nasdaq rules; all committee members meet heightened independence criteria .
- Attendance: Board met four times; all directors achieved ≥75% attendance; strong engagement baseline .
- Director compensation structure mixes cash retainer and annual option grants; service-based vesting and change-of-control acceleration align incentives to tenure and corporate events .
-
Potential risks / red flags to monitor:
- Classified board, supermajority vote requirements, and plurality voting may entrench board composition and reduce shareholder influence in director removal or MAA changes .
- Significant open-market sale by Sturge in Oct 2024 (171,000 shares at $53.72); while not inherently problematic, sales by the independent Chair warrant monitoring for alignment signals .
- Multiple external roles: Board policy expects directors to limit time commitments and notify before joining other boards; ensure ongoing compliance as he serves at Galapagos and private entities .
-
Related-party/Conflicts:
- No Sturge-specific related-party transactions disclosed; company-related agreements include registration rights (Apr 5, 2022) and SLK license with Merck Healthcare KGaA; overseen under a formal related-person transaction policy .
-
Director pay alignment:
- 2024 compensation was $315,505 with a greater equity component via options ($225,005) than cash ($90,500), supporting alignment but subject to option value sensitivity .
- Company policy prohibits hedging/pledging, mitigating misalignment risk .