Anthony Hooper
About Anthony C. Hooper
Independent non-executive director at ONC (BeiGene, Ltd.) since January 2020; age 70. He is designated independent under Nasdaq and HK Listing Rules, and is up for re-election as a Class III director to serve through the 2028 AGM . Education includes law and MBA degrees from the University of South Africa (1978; 1988) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Amgen Inc. | EVP, Global Commercial Operations; Consultant | 2011–2020 (EVP); 2020–2024 (Consultant) | Led global commercial operations; post-2020 consultant engagement relevant to Amgen relationship with ONC |
| Bristol Myers Squibb | SVP Commercial; President U.S., Japan & Intercontinental; President Americas; President U.S. Pharma | Prior to 2011 | Senior commercial leadership across geographies |
| Wyeth Laboratories | Assistant VP Global Marketing | Prior to 2011 | Commercial leadership |
External Roles
| Organization | Position | Tenure | Notes |
|---|---|---|---|
| MannKind Corporation | Director | 2020–Present | Current public company directorship |
Board Governance
- Current ONC board committees: Audit Committee (member; designated “audit committee financial expert”), Nominating & Corporate Governance (Chair), Commercial & Medical Affairs Advisory Committee (Chair) .
- Independence: Board deems him independent under Nasdaq and HK Listing Rules; annual confirmations received .
- Attendance/engagement: Board held 8 meetings in 2024; each director attended at least 75% of Board and relevant committee meetings. Audit Committee met 14 times; Commercial & Medical Affairs met 4 times; Nominating met 2 times .
- Lead Independent Director structure in place (Ranjeev Krishana) to enhance independent oversight .
Fixed Compensation (Director)
| Component | Annual Retainer/Fee (Policy) | 2024 Actual (Hooper) |
|---|---|---|
| Board retainer (independent directors) | $65,000 | $129,750 (aggregate cash fees) |
| Audit Committee (Chair; Member) | Chair $35,000; Member $17,500 | Member (included above) |
| Nominating & Corporate Governance (Chair; Member) | Chair $20,000; Member $10,000 | Chair (included above) |
| Commercial & Medical Affairs (Chair; Member) | Chair $20,000; Member $10,000 | Chair (included above) |
Performance Compensation (Director)
- Independent director equity policy: Annual grant valued at $400,000, 50% RSUs and 50% options; vests in full by the earlier of first anniversary of grant or next AGM; accelerates upon death/disability/change of control as specified .
- 2024 Director equity for Hooper:
| Grant Type | Grant Date | Number of Shares | Grant-Date Fair Value (US$) | Vesting |
|---|---|---|---|---|
| RSUs | 2024 | — | $199,901 | One-year/next AGM per policy |
| Options | 2024 | — | $199,995 | One-year/next AGM per policy; strike set per plan rules |
No performance-linked (PSU/metric-based) director awards are disclosed; director equity is time-based RSUs/options .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Current public company boards | MannKind Corporation (Director) |
| Committee interlocks | Company discloses no compensation committee interlocks; Hooper is not on Comp Committee |
| Potential interlocks/conflicts | Amgen is a 17.55% shareholder; Hooper previously served as Amgen’s designee, with Amgen relinquishing designation right in 2023 (Hooper remains on ONC board) |
Expertise & Qualifications
- Deep global pharma commercial leadership (Amgen EVP; BMS; Wyeth) spanning U.S., Japan, Intercontinental markets .
- Designated audit committee financial expert, strengthening financial oversight .
- Legal and business credentials (LLB-equivalent and MBA) .
Equity Ownership
| Measure | Value |
|---|---|
| SEC beneficial ownership (ordinary shares) | 183,885 (24,492 direct; 159,393 options/RSUs exercisable/vesting within 60 days) |
| % of shares outstanding (SEC basis) | ~0.013% (183,885 / 1,403,281,823) |
| Options outstanding (as of Dec 31, 2024) | 180,622 ordinary shares subject to options |
| RSUs outstanding (as of Dec 31, 2024) | 29,263 ordinary shares subject to RSUs |
| SFO interest (HK definition) | 234,377 ordinary shares (definition differs from SEC rules) |
| Ownership guidelines | Directors must hold equity ≥5x annual board cash retainer; all directors were in compliance as of Dec 31, 2024 |
| Hedging/pledging policy | Short sales/derivatives/hedging and pledging prohibited unless approved (Insider Trading Officer/Audit Committee) |
Governance Assessment
-
Positives
- Independent status affirmed; robust committee leadership (chairs Nominating and Commercial & Medical Affairs; Audit member and financial expert) improves board effectiveness .
- Strong engagement with high committee activity (Audit 14 meetings; Commercial 4; Nominating 2) and directors’ ≥75% attendance .
- Director compensation structure balanced (cash + time-vested equity) with ownership guidelines; all directors in compliance, supporting alignment .
- Lead Independent Director framework in place and executive sessions regularly held .
-
Potential Red Flags / Conflicts
- Historical Amgen ties: Hooper was Amgen’s director designee (designation right relinquished in 2023) and Amgen remains a 17.55% shareholder; ONC seeks annual “Connected Person Placing Authorization” to allow Amgen pro rata participation in offerings subject to conditions—ongoing related-party dynamics warrant monitoring of independence and allocation decisions .
- Amgen affiliate sublease (ChemoCentryx) with ONC subsidiary for US facilities (US$199,280/month base rent) reflects continued related-party exposure (approved under policy) .
- Director compensation relies on time-based equity; no performance metrics for director awards, which is common but provides limited pay-for-performance linkage for directors .
-
Shareholder Signals
- 2024 say-on-pay received 88.2% support, indicating generally positive investor sentiment on compensation governance (executive program; board oversight) .
Overall: Hooper brings seasoned global commercial expertise and financial oversight to ONC’s board with meaningful committee leadership. Prior Amgen affiliation and ONC’s ongoing Amgen-related mandates represent a governance sensitivity area; independence confirmations and structural safeguards (Lead Independent Director; Audit/Nominating oversight; related-party policy) mitigate but do not eliminate conflict risk .