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Katharine Knobil

Director at Marker TherapeuticsMarker Therapeutics
Board

About Katharine Knobil

Katharine Knobil, M.D. (age 61) has served as an independent director of Marker Therapeutics (MRKR) since December 2021. She is a physician-executive with senior roles including Chief Medical Officer at Agilent Technologies (Apr 2021–Jan 2024), Chief Medical Officer & Head of R&D at Kaleido Biosciences (Dec 2018–Jan 2021), and corporate/global CMO roles at GlaxoSmithKline (2015–2018). She holds a B.A. from Cornell University and an M.D. from UT Southwestern, with a fellowship in Pulmonary & Critical Care Medicine at Johns Hopkins .

Past Roles

OrganizationRoleTenureCommittees/Impact
Agilent Technologies, Inc.Chief Medical OfficerApr 2021–Jan 2024Led medical/clinical strategy
Kaleido Biosciences, Inc.CMO & Head of R&DDec 2018–Jan 2021Oversaw R&D portfolio
GlaxoSmithKline plcCorporate Chief Medical Officer2017–Dec 2018Enterprise medical governance
GlaxoSmithKline plcCMO, Pharmaceuticals2015–2017Therapeutic area oversight
Arena Pharmaceuticals, Inc.DirectorJun 2020–Mar 2022 (acquired by Pfizer)Board service through acquisition

External Roles

OrganizationRoleStatusNotes
Nimbus Therapeutics, LLCDirectorCurrentPrivate biotech
KorroBio, Inc.DirectorCurrentPublic biotech
Infinant Health, Inc.DirectorCurrentPrivate health company
Pliant Therapeutics, Inc.DirectorCurrentPublic biotech

Board Governance

  • Independence: The Board affirmatively determined Dr. Knobil is independent under Nasdaq rules .
  • Committee assignments: Audit (member), Compensation (member), Nominating & Corporate Governance (Chair) .
  • Board leadership: Independent Chair (David Eansor); separation of Chair and CEO roles for enhanced oversight .
  • Attendance and engagement: Board met 8 times in 2024; each director attended at least 75% of Board and committee meetings. All four directors attended the 2024 Annual Meeting .
  • Risk oversight: Audit Committee oversees financial, compliance, and information security risks; Compensation Committee monitors incentives for excessive risk; Nominating & Governance oversees governance effectiveness .

Fixed Compensation

YearCash RetainerCommittee Member FeesCommittee Chair FeesTotal CashOption Awards (Grant-Date FV)
2024 (actual)$60,500 $0

Director compensation policy (structure):

  • Board annual cash retainer: $40,000; Board Chair additional $30,000 .
  • Committee fees: Audit Chair $15,000; Comp Chair $10,000; Nominating & Governance Chair $8,000; Audit member $7,500; Comp member $5,000; Nominating & Governance member $4,000 .
  • Equity: New director option grant valued at $120,000 (vests monthly over 36 months); annual option grant valued at $100,000 (vests on first anniversary; cap 8,000 shares, adjusted for reverse split) .

Performance Compensation

Equity awards are time-based (no disclosed performance metrics for directors); vesting follows policy above. Notable option grants to Dr. Knobil:

Transaction DateSecurityShares/OptionsPricePost-Transaction OwnershipSource
Dec 8, 2021Stock Option (Right to Buy)125,000$1.20125,000https://www.sec.gov/Archives/edgar/data/1094038/000120919121068837/0001209191-21-068837-index.htm
May 24, 2022Stock Option (Right to Buy)80,000$0.337780,000https://www.sec.gov/Archives/edgar/data/1768011/000120919122032172/0001209191-22-032172-index.htm [ReadFile]
May 24, 2022Stock Option (Right to Buy)80,000$0.000080,000https://www.sec.gov/Archives/edgar/data/1094038/000120919122032172/0001209191-22-032172-index.htm [ReadFile]
Jun 6, 2023Stock Option (Right to Buy)8,000$1.728,000https://www.sec.gov/Archives/edgar/data/1094038/000120919123035616/0001209191-23-035616-index.htm [ReadFile]
Feb 12, 2025Stock Option (Right to Buy)30,000$1.5930,000https://www.sec.gov/Archives/edgar/data/1094038/000110465925014318/0001104659-25-014318-index.htm [ReadFile]
Nov 17, 2025Stock Option (Right to Buy)137,330$0.9548137,330https://www.sec.gov/Archives/edgar/data/1094038/000176801125000003/0001768011-25-000003-index.htm [ReadFile]
Nov 17, 2025Stock Option (Right to Buy)84,411$0.954884,411https://www.sec.gov/Archives/edgar/data/1094038/000176801125000003/0001768011-25-000003-index.htm [ReadFile]

Notes:

  • Initial grant vests monthly over three years per program terms .
  • Annual grants vest on the first anniversary per program terms .
  • Form 4 filings do not always disclose vesting; program-level vesting applies unless otherwise specified .

Other Directorships & Interlocks

CompanyRelationship to MRKRPotential Interlock/Conflict
Nimbus Therapeutics, LLC; KorroBio, Inc.; Infinant Health, Inc.; Pliant Therapeutics, Inc.External directorshipsNo MRKR-related party transactions disclosed involving Dr. Knobil; Board determined independence .

Expertise & Qualifications

  • Physician executive with broad clinical development leadership; senior CMO roles at Agilent, Kaleido, and GSK .
  • Education: B.A. (Cornell), M.D. (UT Southwestern), fellowship at Johns Hopkins .
  • Board experience across multiple biopharma companies (Arena, Pliant, KorroBio, Nimbus, Infinant) .

Equity Ownership

HolderShares of CommonOptions Exercisable within 60 daysTotal Beneficial Ownership% of Shares Outstanding
Katharine Knobil15028,50028,650<1%

Additional alignment factors:

  • Hedging/pledging: Company policy prohibits short sales, options hedging, use of margin accounts, and pledges for directors and employees (reduces alignment risk) .
  • Ownership guidelines: Not disclosed in proxy .

Governance Assessment

  • Strengths:

    • Independence affirmed; chairs Nominating & Corporate Governance and sits on Audit and Compensation—strong voice in governance and pay oversight .
    • Engagement: ≥75% attendance in 2024 and attendance at the 2024 Annual Meeting supports active participation .
    • Alignment: Time-based equity grants; hedging/pledging prohibited, reducing misalignment risks .
  • Considerations:

    • Multiple external board commitments across biopharma could create time demands; no related-party transactions identified involving Dr. Knobil, and independence reaffirmed .
    • 2024 director pay was all cash ($60,500) with no option grant, but Form 4s show sizable option awards in 2025; monitor evolving cash/equity mix and any changes in vesting or award practices [ReadFile].
  • Related-party exposure:

    • Company engaged in transactions with entities linked to former director John Wilson (Wilson Wolf, Cell Ready CDMO) and historical engagement with AlloVir (where CEO serves on board); these are overseen under the Related-Person Transactions Policy and Audit Committee review. No disclosures tie Dr. Knobil to these transactions .

Appendix: Director Compensation Policy Details

ComponentAmount
Board annual cash retainer$40,000
Board Chair additional cash$30,000
Audit Chair$15,000
Compensation Chair$10,000
Nominating & Governance Chair$8,000
Audit member$7,500
Compensation member$5,000
Nominating & Governance member$4,000
New director option grant (value)$120,000; vests monthly over 36 months
Annual option grant (value)$100,000; vests on first anniversary; ≤8,000 shares (post-reverse split cap)

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