David Hung
NovoCureAbout David Hung
David Hung, M.D., age 67, has served as an independent director of NovoCure since 2018 and is a member of the Nominating and Corporate Governance Committee . He is the founder, President, Chief Executive Officer, and Director of Nuvation Bio Inc. (since April 2018) and previously served as CEO and Director of Axovant Sciences (2017–2018) and founder/CEO/Director of Medivation (2004–2016) . Dr. Hung holds an A.B. in Biology from Harvard College and an M.D. from the University of California, San Francisco School of Medicine .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Medivation Inc. | Founder, President, CEO, Director | 2004–2016 | Biopharma leadership through clinical and commercial stages |
| Axovant Sciences, Inc. | CEO, Director | Apr 2017–Feb 2018 | Biopharmaceutical executive role |
| ProDuct Health, Inc. | Chief Scientific Officer | 1998–1999 | Medical device company |
| ProDuct Health, Inc. | President, CEO, Director | 1999–2001 | Medical device leadership |
External Roles
| Organization | Role | Tenure | Current/Former |
|---|---|---|---|
| Nuvation Bio Inc. | Director | Since 2019 | Current |
| Nuvation Bio Inc. | Founder, President, CEO | Since Apr 2018 | Current |
| ARYA Sciences Acquisition Corp. | Director | 2018–2021 | Former |
| Establishment Labs Holdings Inc. | Director | 2016–2021 | Former |
| Axovant Sciences, Inc. | Director | 2017–2018 | Former |
| Medivation Inc. | Director | 2004–2016 | Former |
Board Governance
- Independence: Independent director; director since 2018 .
- Committee assignments: Member, Nominating and Corporate Governance Committee (2024–2025); Chair is K.G. Leung (2025) and Dr. Ocean (2024) .
- Board and committee activity: In 2024, the Board met 6 times; Audit 6; Compensation 7; Nominating & Corporate Governance 4 . Directors attended 98% of Board and committee meetings in 2024; executive sessions held at each regularly scheduled meeting .
- Annual meeting attendance: 8 of 10 directors attended the June 2024 AGM .
- Governance policies: Strong clawback and anti-hedging/anti-pledging policies; significant share ownership requirements; three fully independent Board committees .
| Year | Committee | Role |
|---|---|---|
| 2024 | Nominating & Corporate Governance | Member |
| 2025 | Nominating & Corporate Governance | Member |
Fixed Compensation
| Cash Compensation Program (effective Apr 21, 2025) | Annual Amount |
|---|---|
| Non-Employee Director (base) | $55,000 |
| Lead Independent Director | $35,000 |
| Audit Committee – Chair | $25,000 |
| Audit Committee – Member | $15,000 |
| Compensation Committee – Chair | $20,000 |
| Compensation Committee – Member | $10,000 |
| Nominating & Corporate Governance – Chair | $13,000 |
| Nominating & Corporate Governance – Member | $7,000 |
| David Hung – Director Compensation | 2022 | 2024 |
|---|---|---|
| Fees earned or paid in cash ($) | $50,000 | $63,000 |
| Stock awards ($) | $187,486 | $93,745 |
| Option awards ($) | $187,602 | $93,834 |
| All other compensation ($) | — | — |
| Total ($) | $425,088 | $250,579 |
Performance Compensation
| Equity Compensation Structure | Details |
|---|---|
| Initial Award (upon joining Board) | Non-qualified stock options with grant date fair value of $667,000; vests in equal annual installments over 3 years, subject to continued service; if granted at Annual Meeting, annual vesting may occur immediately prior to subsequent Annual Meeting |
| Annual Awards | Non-qualified share options and/or RSUs totaling $375,000 grant date fair value; vests in full on first anniversary or immediately before next Annual Meeting, subject to continued service |
| 2024 Adjustment | Board reduced annual equity award value to $187,500 and elected to receive awards equally in RSUs and options (foregoing 100% options) |
| Change-in-Control | Outstanding director equity awards under NEDP vest in full immediately prior to a Change in Control, subject to continued service |
| Performance Conditions | Director equity awards are time-based; no performance metrics disclosed for director awards |
Other Directorships & Interlocks
| Company | Relationship to NVCR | Notes |
|---|---|---|
| Nuvation Bio Inc. | External public company role | CEO and Director; monitor for time-commitment and potential information flow; no related transactions disclosed in provided NVCR proxy excerpts |
Expertise & Qualifications
- Education: A.B., Harvard College; M.D., UCSF School of Medicine .
- Skills matrix: Public company CEO experience; Senior executive leadership; Pharmaceuticals/Medical Device; Product Development; Risk Management .
Equity Ownership
| Beneficial Ownership (as of Apr 4, 2025) | Shares/Units | Percent |
|---|---|---|
| Ordinary Shares | 13,194 (includes 9,141 Ordinary Shares and 4,053 unvested time-based RSUs) | |
| Options exercisable within 60 days | 74,981 | |
| Total beneficially owned | 88,175 | |
| Percent of outstanding | <1% |
| Outstanding Awards (as of Dec 31, 2024) | Count |
|---|---|
| RSUs outstanding | 4,053 |
| Options outstanding | 81,210 |
- Share ownership guidelines: Non-Employee Directors must own shares valued at ≥3x annual cash retainer; compliance required within five years; all Non-Employee Directors are in compliance or expected to be within timeframe .
- Policies: Anti-hedging and anti-pledging policies in place .
Governance Assessment
- Alignment and independence: Hung is affirmed independent and serves on the Nominating & Corporate Governance Committee; experience as a biopharma CEO supports relevant industry oversight .
- Engagement: Board/committee cadence and 98% attendance in 2024 suggest strong engagement; AGM attendance in 2024 was 8 of 10 directors .
- Compensation signals: Director pay mix shows reduced equity grant value in 2024 ($187,500 vs $375,000 program norm), and balanced RSU/option split, indicating pay moderation and potentially closer alignment with shareholder expectations .
- Ownership alignment: Compliance with share ownership guidelines and anti-hedging/anti-pledging policies are positive alignment factors .
- Potential conflicts/monitoring:
- External commitments: Concurrent role as CEO/Director at Nuvation Bio warrants ongoing monitoring for time commitment and information flow; independence review is performed by the committee per policy .
- Change-in-control vesting: Director equity awards vest fully upon change-in-control, which some investors view as a potential misalignment risk; board should maintain clear rationale and disclosure .
RED FLAGS
- Director equity awards accelerate upon change-in-control (full vesting) .
- No pledging permitted under company policy; this mitigates a common red flag .