Michael Grey
About Michael Grey
Independent director (non-employee) with 45+ years in pharma/biotech; age 72 as of March 31, 2025. OnKure Therapeutics board service since the October 4, 2024 merger closing; currently a Class III director with term expiring 2027. Education: B.S. in Chemistry, University of Nottingham (UK). The Board determined he is not independent due to recent service as Reneo’s Executive Chairman prior to the merger .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reneo Pharmaceuticals | Executive Chairman; previously Chairman & CEO | Executive Chairman: Dec 2017–Oct 4, 2024; Chairman & CEO: Sep 2014–Dec 2017 | Led pre-merger governance and transition; senior leadership experience |
| Mirum Pharmaceuticals (NASDAQ: MIRM) | Executive Chairman & then Chair; Board Member | Board: since May 2018; Chair: since Mar 2019 | Led board; strategic oversight at public biopharma |
| Amplyx Pharmaceuticals (private) | CEO; then Executive Chairman | CEO: Sep 2014–Dec 2017; Executive Chairman: Jan 2018–Apr 2020 | Operational turnaround and leadership |
| Curzion Pharmaceuticals (private) | Executive Chairman | May 2019–Apr 2020 | Governance/strategic advisory |
| SGX Pharmaceuticals | President & CEO | Pre-2008 (sold to Eli Lilly in 2008) | Transaction execution experience |
| Trega Biosciences | President & CEO | Pre-2001 (sold to LION Bioscience in 2001) | M&A and exits |
| BioChem Therapeutic Inc. | President | Prior role | Senior operating leadership |
| Glaxo/Glaxo Holdings PLC | Various roles culminating in VP Corporate Development & Director of International Licensing | Prior role | Business development, licensing expertise |
External Roles
| Organization | Role | Tenure | Notes/Committee Roles |
|---|---|---|---|
| Spruce Biosciences (NASDAQ: SPRB) | Executive Chairman | Since Mar 2018 | Public company governance |
| Plexium, Inc. (private) | Executive Chairman | Since Aug 2020 | Private biotech oversight |
| Theolytics Ltd. (private) | Executive Chairman | Since Nov 2023 | Oncolytic therapeutics governance |
| Sorriso Pharmaceuticals (private) | Chairman; former CEO | Chairman since Apr 2022; CEO Apr 2021–Apr 2022 | Platform development governance |
| Mirum Pharmaceuticals (NASDAQ: MIRM) | Board Member & Chair | Board since May 2018; Chair since Mar 2019 | Leads board; public company committee leadership not specified |
| BioMarin (NASDAQ: BMRN) | Director (former) | Dec 2005–May 2021 | Large-cap rare disease exposure |
| Horizon Therapeutics plc (NASDAQ: HZNP) | Director (former) | Jan 2011–Oct 2023 | Post-sale governance concluded |
| Mirati Therapeutics Inc. | Director (former) | Nov 2014–Jun 2021 | Oncology peer exposure |
| Pappas Ventures | Venture Partner | Since Jan 2010 | Venture network access |
Board Governance
- Committee memberships: None listed for Michael Grey at OnKure (not marked for Audit, Compensation, or Nominating) .
- Independence: Not independent (recent service as Reneo’s Executive Chairman) .
- Attendance: Board held eight meetings in FY2024; each director attended at least 75% of board and applicable committee meetings .
- Executive sessions: Non-employee directors meet periodically without management; independent directors also meet separately when any non-employee directors are not independent .
- Board leadership: Andrew Phillips is Chair; roles of Chair and CEO are separated .
Fixed Compensation
| Component | 2024 Amount (USD) | Notes |
|---|---|---|
| Cash fees/retainer | $85,849 | Includes $76,096 of cash fees paid by Reneo prior to the merger; Grey received a $100,000 annual fee as Reneo Executive Chairman in lieu of standard director fees (Reneo policy) |
| Meeting/committee fees | Not disclosed | No OnKure committee assignments; no additional fees disclosed |
Performance Compensation
| Award Type | Grant Date | Shares/Options | Grant-Date Fair Value (USD) | Vesting | Terms |
|---|---|---|---|---|---|
| Stock options | 2024 (Closing Award) | Standard grant for non-employee directors: 15,300 options | Included in 2024 option award value $247,557 | Monthly over 36 months, time-based | Max 10-year term; exercise price at FMV on grant date; full acceleration upon change in control for non-employee director awards granted while serving as non-employee director |
| Stock options (total outstanding at 12/31/2024) | — | 40,236 options | — | — | Outstanding balance as of FYE 2024 |
- 2024 option awards (aggregate grant-date fair value): $247,557 .
- No director performance metrics (TSR/EBITDA/ESG) disclosed for director awards; vesting is service-based .
Other Directorships & Interlocks
| Company | Market | Role | Potential Interlock/Exposure |
|---|---|---|---|
| Mirum Pharmaceuticals | NASDAQ: MIRM | Board Chair | Cross-board insight in rare disease; no disclosed related-party transactions with OnKure |
| BioMarin | NASDAQ: BMRN | Former Director | Large-cap governance experience; no interlocks disclosed |
| Horizon Therapeutics | NASDAQ: HZNP | Former Director | Governance concluded; no interlocks disclosed |
| Mirati Therapeutics | — | Former Director | Oncology peer exposure; no interlocks disclosed |
Expertise & Qualifications
- 45+ years in pharma/biotech; senior CEO/Chair roles and corporate development at Glaxo; deep licensing, M&A, and portfolio strategy experience .
- Chemistry background (B.S., Nottingham); extensive board leadership at public and private biopharma companies .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Total beneficial ownership (Class A) | 95,370 shares | <1% of Class A outstanding |
| Composition (direct/indirect) | 49,476 (Grey Family Trust); 13,408 (Grey 2014 Irrevocable Children’s Trust); 32,486 options exercisable within 60 days | Grey is trustee and has voting/disposal power over trust shares |
| Options outstanding (total) | 40,236 options | As of Dec 31, 2024 |
| Pledging/Hedging | Prohibited by company policy (short sales; derivatives; hedging; pledging; margin accounts) | No pledging disclosed |
Governance Assessment
- Independence and committee effectiveness: Not independent due to recent Reneo Executive Chairman role, which can be perceived as a potential influence on oversight; he holds no committee assignments at OnKure, limiting direct participation in audit/comp/nominating governance levers .
- Engagement: Attendance threshold met (≥75%); non-employee director executive sessions in place to mitigate management influence .
- Alignment: Material equity exposure via options and trust holdings; company prohibits hedging/pledging, supporting alignment. Beneficial ownership is <1%, typical for small-cap boards; option vesting is time-based without performance metrics .
- External roles: Extensive network across public/private biopharma enhances strategic perspective but raises workload/attention risk; no related-party transactions involving Grey disclosed in RPT section, reducing conflict risk signals .
- Director pay: 2024 pay mix skewed to equity (options) over cash; cash includes pre-merger Reneo fees. Equity awards feature standard 36-month vest and change-in-control acceleration customary for directors; no director-specific clawbacks disclosed .
- RED FLAGS: Not independent; multiple concurrent leadership roles externally. No hedging/pledging, no related-party transactions disclosed involving Grey, and attendance minimum met—mitigating factors .
Overall implication for investor confidence: Governance optics are mixed—non-independence and no committee roles reduce direct oversight influence, but seasoned board leadership, adequate attendance, equity alignment, and absence of disclosed conflicts/related-party dealings are positives. Continued monitoring of time commitments and any future related-party transactions is warranted .