Ellen G. Feigal
About Ellen G. Feigal, M.D.
Independent director at NextCure since October 2021; age 70. Medical doctor with deep oncology and biologics development expertise; Partner and Head of the Biologics Practice at NDA Partners (part of ProPharma Group). Education and training: M.D. (UC Davis), internal medicine residency (Stanford), hematology/oncology fellowship (UCSF); adjunct professor at Arizona State University Sandra Day O’Connor College of Law. Current public company directorships: Xencor, Inc. and Prescient Therapeutics Ltd.; also director for the Foundation for Cell and Gene Medicine .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Cancer Institute (NCI) | Acting Director, Division of Cancer Treatment/Diagnosis | Not disclosed | Oversight of cancer treatment and diagnostics programs |
| California Institute for Regenerative Medicine | Senior Vice President, R&D | Not disclosed | Led R&D portfolio in regenerative medicine |
| Amgen | Executive Medical Director, Global Development | Not disclosed | Global development leadership in pharma |
| Insys Therapeutics | Chief Medical Officer | Not disclosed | Clinical leadership; CMO role |
| UCSF | Founding Director, American Course on Drug Development and Regulatory Sciences | Not disclosed | Established drug development/regulatory education program |
| Critical Path Institute | Director, Medical Devices and Imaging | Not disclosed | Advanced regulatory science in devices/imaging |
| Translational Genomics Research Institute (TGen) | Vice President, Clinical Sciences | Not disclosed | Led clinical sciences initiatives |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| NDA Partners (ProPharma Group) | Partner & Head, Biologics Practice | Since 2014 | Life sciences management consulting |
| Xencor, Inc. | Director | Current | Public company board |
| Prescient Therapeutics Ltd. | Director | Current | Public company board |
| Foundation for Cell and Gene Medicine | Director | Current | Non-profit governance |
Board Governance
- Independence: Board determined all directors other than the CEO are independent; Feigal is independent under Nasdaq rules .
- Committee membership: Compensation Committee member (not chair). Compensation Committee met 5 times in 2024; Audit Committee 4; Nominating and Corporate Governance Committee 5; full Board 7 meetings .
- Attendance: Each director attended or participated in ≥80% of aggregate Board and committee meetings in 2024; all directors attended the 2024 annual meeting .
- Board leadership: Chair role separated from CEO; independent Chair oversees agendas, committee coordination, and shareholder engagement; independent directors hold regular executive sessions .
- Outside board limits: Policy caps service at ≤4 public company boards (including NextCure); audit committee members face additional limits; Feigal’s current public boards (NXTC, Xencor, Prescient) fall within policy .
Fixed Compensation
| Component | Policy | 2024 Actual (USD) |
|---|---|---|
| Annual cash retainer (non-employee director) | $40,000 per director | $40,000 (implied in total fees) |
| Compensation Committee member fee | $5,000 member; $10,000 chair | $5,000 (member) |
| Meeting fees | None; reasonable expense reimbursement only | $0 |
| Total cash fees | Sum of above | $45,000 |
Performance Compensation
| Item | 2024 Value / Terms |
|---|---|
| Annual director stock option grant | 18,700 shares for non-chair directors (increased from 14,250 in 2023); vests on earlier of one year from grant or next annual meeting; subject to continued service; under 2019 Omnibus Incentive Plan |
| 2024 grant date fair value (options) | $19,883 (reported value; ASC 718) |
| Vesting schedule | Annual grant vests time-based as above; initial appointment grant (37,400 shares, increased from 28,500 in 2023) vests in three equal annual installments |
| Performance metrics | None attached to director equity; awards are time-based |
Other Directorships & Interlocks
| Company | Role | Sector Overlap with NextCure |
|---|---|---|
| Xencor, Inc. | Director | Antibody engineering/oncology; potential thematic overlap with NextCure’s immuno-oncology focus |
| Prescient Therapeutics Ltd. | Director | Oncology; potential thematic overlap |
- Related-party transactions: None involving directors/officers since January 1, 2023 under the company’s policy; audit committee reviews any such matters .
- Outside board service policy: Feigal’s roles comply with NextCure’s limits (≤4 public boards including NXTC) .
Expertise & Qualifications
- Extensive senior leadership across biopharma, regulatory science, and oncology clinical development; service on multiple public/private boards .
- Medical and scientific training (MD, Stanford residency, UCSF fellowship); adjunct academic appointment in law (ASU), reflecting regulatory/biotech policy expertise .
- Qualifications cited by NextCure: service on public/private boards; extensive pharma/biotech executive and director experience .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 86,084 (options exercisable within 60 days) |
| Ownership as % of outstanding | <1% of 28,050,191 shares |
| Composition | Options exercisable within 60 days (no direct common shares disclosed) |
| Director outstanding options (12/31/2024) | 86,084 options outstanding |
| Hedging/Pledging | Hedging and monetization transactions prohibited without prior approval per Trading Compliance Policy; policy filed with 2024 10-K |
Governance Assessment
- Strengths: Independent status; Compensation Committee membership; ≥80% attendance; separation of Chair and CEO; regular executive sessions—positive for oversight and board effectiveness .
- Alignment: Cash/equity mix consistent with small-cap biotech practice; time-based option vesting creates long-term alignment; 2024 option fair value $19,883; cash fees $45,000 .
- Compensation oversight quality: Compensation Committee uses independent consultant Pearl Meyer; independence assessed; scope includes executive pay design and director program—supports robust governance .
- Conflicts and related-party exposure: No related-party transactions disclosed since 2023; service on oncology-focused boards (Xencor, Prescient) presents thematic overlap but no disclosed transactions; audit committee oversees related-party reviews .
- Policy signals: Outside board service limits; clawback policy (executive incentives) adopted to comply with Nasdaq; insider trading policy with hedging controls—favorable governance hygiene .
RED FLAGS
- None disclosed regarding related-party transactions, hedging/pledging, low attendance, or pay anomalies for non-employee directors; director equity awards are time-based without performance conditions, which is typical for board compensation but offers limited pay-for-performance linkage .