Samuel Agresta
About Samuel Agresta
Chief Medical Officer at OnKure Therapeutics (OKUR). Age 52. Tenure: joined Legacy OnKure as CMO in February 2024 and became CMO of the combined company at the October 4, 2024 merger closing. Education: B.S. (Georgetown), M.P.H./T.M. (Tulane School of Public Health), M.D. (Tulane University), M.S. in Clinical Investigation (University of South Florida); residency in Internal Medicine (Tulane) and hematology/oncology fellowship (Moffitt Cancer Center). Track record includes leadership roles advancing oncology programs: led FDA submissions for TIBSOVO (ivosidenib) and IDHIFA (enasidenib), and earlier work on the HER2 franchise including KADCYLA (ado-trastuzumab emtansine). 2024 cash bonuses for executives were determined discretionarily rather than by disclosed financial metrics; specific TSR, revenue, or EBITDA metrics tied to Agresta’s pay were not disclosed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Foghorn Therapeutics | Chief Medical Officer | Sep 2019 – Sep 2023 | Built clinical development team; led multiple IND filings and Phase 1 programs (AML, MDS, uveal melanoma, synovial sarcoma). |
| Infinity Pharmaceuticals | Director & Chief Medical Officer | Aug 2018 – Aug 2019 | Led Phase 1/2 development of PI3Kγ inhibitor IPI‑549. |
| Agios Pharmaceuticals | VP & Head of Clinical Development | Dec 2011 – Aug 2018 | Directed oncology development; led FDA submissions for TIBSOVO and IDHIFA. |
| Merrimack Pharmaceuticals | Senior Medical Director | Not disclosed | Oncology programs; prior role before Agios. |
| Genentech | Senior Medical Director | Not disclosed | Work in HER2 franchise (e.g., KADCYLA). |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Moffitt Cancer Center | Hematology/Oncology Fellow | Not disclosed | Fellowship training. |
| Tulane University Health Science Center | Internal Medicine Resident | Not disclosed | Residency training. |
Fixed Compensation
| Component | 2024 Actual | Current Terms (Post-Merger) |
|---|---|---|
| Base Salary | $416,727 (paid in 2024) | $482,000 annual base salary per New Employment Agreement effective Oct 4, 2024 |
| Target Bonus % | 40% of earned salary | 40% of base salary ($192,800) |
| Actual Bonus Paid | $183,360 (paid in 2025 for 2024 performance; discretionary) | N/A |
| Other Compensation | $12,362 (401(k) match) | N/A |
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus (2024) | Board-assessed company performance (discretionary) | N/A (discretionary) | 40% of earned salary | $183,360 (paid in 2025) | Cash; no vesting |
| Stock Options (Grant date fair value) | Time-based options | N/A | N/A | $2,228,619 (2024 option award grant-date fair value) | See vesting schedules below |
Equity Award Details (Vesting Schedules and Terms)
| Grant Date | Type | Shares | Exercise Price | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| Feb 6, 2024 | Stock Option | 18,588 (unexercisable at FY-end) | $13.99 | Feb 5, 2034 | 25% vests on Feb 5, 2025; remainder 1/48 monthly thereafter |
| Oct 4, 2024 | Stock Option | 131,396 total (7,299 exercisable; 124,097 unexercisable at FY-end) | $18.20 | Oct 3, 2034 | 1/36 monthly beginning Nov 4, 2024 |
| Oct 4, 2024 | Stock Option grant announcement | 131,396 shares | N/A | N/A | Awards under 2024 Plan; 1/36 monthly vesting (Agresta) |
Equity Ownership & Alignment
| Ownership Measure | Value | Notes |
|---|---|---|
| Total Beneficial Ownership (as of Mar 1, 2025) | 30,132 shares | Consists solely of options exercisable within 60 days; less than 1% of outstanding shares. |
| Shares Outstanding (basis for % calc) | 12,749,299 Class A; 686,527 Class B | Basis used for percentage computation. |
| Options – Exercisable (FY-end 2024) | 7,299 (Oct 4, 2024 grant) | As shown in outstanding awards table. |
| Options – Unexercisable (FY-end 2024) | 124,097 (Oct 4, 2024); 18,588 (Feb 6, 2024) | As shown in outstanding awards table. |
| Stock Ownership Guidelines | Not disclosed | No disclosure found. — |
| Pledging/Hedging | Not disclosed for OKUR | Clawback policy disclosed; pledging/hedging not specifically disclosed for OKUR. |
Employment Terms
| Topic | Terms |
|---|---|
| Employment Agreement Effective Date | New Employment Agreement effective at merger closing (Oct 4, 2024); employment at‑will. |
| Base & Bonus (Post-Merger) | Base salary $482,000; target bonus 40% ($192,800). |
| Severance (Outside CIC Period) | If terminated without cause or resign for good reason: lump sum equal to 100% of base salary; up to 12 months COBRA premium payments. |
| Change‑in‑Control (CIC) Severance (Double Trigger) | If terminated without cause or resign for good reason during CIC Period: lump sum equal to 100% of base salary and 100% of target bonus; up to 12 months COBRA; 100% accelerated vesting of outstanding and unvested equity awards other than performance‑based awards. |
| Tax Gross‑Ups | None; 280G cutback provision to maximize after‑tax benefits without excise tax gross‑ups. |
| Clawback/Compensation Recovery | Exchange Act Rule 10D‑1 compliant Compensation Recovery Policy adopted (effective upon closing); defines Excess Compensation and recovery methods including cancellation and offsets. |
Investment Implications
- Pay mix is equity‑heavy with multi‑year, time‑based option vesting (1/36 monthly; plus a 25% cliff then 1/48 monthly on the Feb 2024 grant), which aligns retention but can create recurring Form 4 activity as tranches vest; monitor for 10b5‑1 plans and insider sales cadence around vest dates.
- Double‑trigger CIC protection (salary and target bonus plus full acceleration of time‑based equity upon qualifying termination) improves downside protection but may modestly reduce termination risk; absence of tax gross‑ups is shareholder‑friendly.
- Beneficial ownership is modest (<1% via options exercisable within 60 days), suggesting limited immediate “skin‑in‑the‑game” on common stock; alignment primarily via unvested equity over time.
- 2024 cash bonuses were discretionary, with no disclosed financial performance metrics; forward incentive metrics will be set under the Executive Incentive Compensation Plan, which allows a broad menu (R&D milestones, capital raising, stock price/TSR, revenue, etc.). Tracking future compensation disclosures will be key for pay‑for‑performance assessment.