David Lacey
About David Lacey
David L. Lacey, M.D. (age 72) is an independent director of Nurix Therapeutics, serving since April 2016; he previously served as Chairman of the Board from August 2019 to May 2024 . A biopharmaceutical consultant since 2011 (David L. Lacey LLC), he advises academic institutions, biotech companies, and venture firms, and currently sits on the boards of Arcus Biosciences, Inc. and Inbiomotion SL; earlier in his career he held senior roles at Amgen, including SVP of Discovery Research (1994–2011) . He holds a B.A. in Biology from University of Colorado, Denver, and an M.D. from the University of Colorado School of Medicine, with core credentials in drug discovery leadership and managing large research organizations .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nurix Therapeutics (NRIX) | Chairman of the Board | Aug 2019 – May 2024 | Led board oversight during growth and clinical development phases |
| Amgen Inc. | SVP, Discovery Research | 1994 – 2011 | Led drug discovery; managed large R&D organization |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Arcus Biosciences, Inc. | Director | Current | Not disclosed in NRIX proxy |
| Inbiomotion SL | Director | Current | Not disclosed in NRIX proxy |
Board Governance
- Independence: Board determined Dr. Lacey is independent under SEC and Nasdaq rules; 8 of 9 incumbent directors were independent as of March 21, 2025 .
- Committee assignments:
- Compensation Committee: Chair (core responsibilities include executive and director pay oversight; engaged independent consultant Aon; no conflicts identified) .
- Clinical & Commercialization Committee: Member (oversight of clinical development and commercialization risks) .
- Meeting cadence and attendance: FY2024 Board met 5 times; Audit 5; Compensation 6; Nominating & Corporate Governance 5; Development Advisory/Clinical & Commercialization 6; no director attended fewer than 75% of aggregate Board and committee meetings during their tenure .
- Board leadership: CEO and Chair roles separated (Chair: Julia P. Gregory), enhancing oversight independence .
- Executive sessions: Independent directors meet separately without management on a regular basis .
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Annual Director Cash Retainer | 50,000 | Paid quarterly in arrears |
| Additional Cash – Board Chair | 35,000 | Not applicable to Lacey in FY2024 post-May 2024; program detail |
| Additional Cash – Committee Chair (Audit/Comp/NomGov/Clinical) | 15,000 / 10,000 / 10,000 / 10,000 | Compensation Committee chair: 10,000 (Lacey) |
| Additional Cash – Committee Member (Audit/Comp/NomGov/Clinical) | 7,500 / 5,000 / 5,000 / 5,000 | Clinical & Commercialization member: 5,000 (Lacey) |
| Year | Fees Earned/Paid ($) | Option Awards ($) | Total ($) |
|---|---|---|---|
| 2023 | 100,000 | 163,285 | 263,285 |
| 2024 | 79,583 | 276,179 | 355,762 |
Notes:
- Program unchanged from prior year; non-employee directors reimbursed for reasonable expenses .
- Lacey’s lower FY2024 cash vs FY2023 is consistent with stepping down from the Board Chair role in May 2024 .
Performance Compensation
| Grant Type | Shares | Vesting | Performance Metrics Tied to Director Pay |
|---|---|---|---|
| Initial Director Option Grant | 50,000 | 36 equal monthly installments; fully vested at 3 years, service-based | None disclosed for directors |
| Annual Director Option Grant | 25,000 | 1-year cliff; vests at next annual meeting or 1-year anniversary, service-based | None disclosed for directors |
- Option awards reflect ASC 718 grant-date fair value; accounting cost does not equal realized value .
Other Directorships & Interlocks
| Company | Role | Interlocks/Relationships with NRIX |
|---|---|---|
| Arcus Biosciences, Inc. | Director | No related-party transactions disclosed involving Lacey |
| Inbiomotion SL | Director | No related-party transactions disclosed involving Lacey |
- Policy: Audit Committee reviews and must approve any related person transactions >$120,000; none reported from Dec 1, 2023 to present (other than director/NEO compensation) .
Expertise & Qualifications
- Extensive drug discovery leadership and large-scale R&D management experience from Amgen; active advisory roles across biotech .
- Medical and scientific training (M.D.), with board tenure since 2016 and prior Board Chair experience, aligning with complex clinical and commercialization oversight needs .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % of Outstanding | As-of Date |
|---|---|---|---|
| David L. Lacey, M.D. | 184,999 | <1% (asterisk) | March 21, 2025 |
| Outstanding Options Held (as of 11/30/2024) | Count |
|---|---|
| Lacey Option Awards (#) | 151,666 |
- Ownership computed under SEC rules (includes options exercisable within 60 days and RSUs vesting within 60 days) .
- No pledging or hedging disclosures specific to Lacey; company maintains a Code of Business Conduct and Ethics and insider trading provisions (policy oversight under Audit Committee) .
Governance Assessment
-
Strengths:
- Independent director; confirmed by Board’s annual independence review .
- Chair of Compensation Committee with use of independent consultant (Aon) and explicit conflict-of-interest review; no consultant conflicts identified .
- Active committee service in Clinical & Commercialization oversight; aligns with his Amgen R&D leadership background .
- Attendance: No director below 75% of aggregate meetings; Board and committees met regularly (5–6 meetings) indicating engagement cadence .
- Separation of Chair and CEO roles supports independent oversight; Lacey signed the Compensation Committee report, evidencing engagement in executive pay governance .
-
Potential Risks/Red Flags:
- Multiple external board roles (Arcus; Inbiomotion) may raise time-commitment considerations, though NRIX’s Corporate Governance Guidelines require directors to devote adequate time and consider outside commitments in nominations; no attendance shortfall disclosed .
- No related-party transactions disclosed; mitigates conflict risk .
-
Compensation Alignment Signals:
- Director pay structure tilted toward service-based options (Initial and Annual grants), aligning director incentives with shareholder value without short-term performance metrics that could bias oversight .
- Year-over-year mix shows higher FY2024 option fair value vs FY2023 and lower cash (consistent with change in chair status), avoiding excessive guaranteed cash .