Thomas Meier
About Thomas Meier
Thomas Meier, age 62, has served as an independent Class I director of Onconetix, Inc. since February 1, 2024; he is nominated for re‑election at the December 5, 2025 annual meeting to a term expiring at the 2028 annual meeting . He holds a PhD in Biology and qualified as a lecturer in neurosciences at the Biozentrum, University of Basel; the Board cites his international scientific reputation and orphan disease clinical research experience as core credentials . The Board has deemed all directors and the director nominee independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Santhera Pharmaceuticals Holding AG (SIX: SANN) | Executive Manager; CEO | ~2004–2019 (CEO 2011–2019); board member since 2017 | Led specialty pharma with rare neuromuscular/pulmonary focus; executive track record in orphan diseases |
| Pharmabiome AG (Switzerland) | Chairman | Jul 2020–Nov 2021 | Oversight at privately held microbiome company |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Santhera Pharmaceuticals Holding AG (SIX: SANN) | Chairman; Audit & Compensation Committee member | Since Jun 2022 (board since 2017) | Governance and financial oversight at Swiss public pharma |
| Novaremed AG (Switzerland) | Executive Chairman; Audit Committee member | Audit Committee since Oct 2021; Exec Chair since Jan 2024 | Chronic pain therapeutics; audit oversight |
| Visgenx Inc. (USA) | Director | Since Jan 2022 | Board service at US biotech |
| SEAL Therapeutics AG (Switzerland) | Co‑founder; Chairman | Since Sep 2021 | Gene therapy company; founder governance role |
Board Governance
- Committee assignments: Chair, Compensation Committee; members Andrew Oakley and Timothy Ramdeen .
- Independence: Board determined all current directors and the nominee are independent; Andrew Oakley serves as Chairman and Lead Independent Director presiding over executive sessions .
- Attendance/engagement: In FY2024, Board met 18 times; Compensation Committee met 4 times; each director attended at least 75% of Board and committee meetings .
- Tenure: Class I director; term expiring at the 2025 annual meeting; nominated for re‑election to the 2028 annual meeting .
Fixed Compensation
| Component | Policy Detail | 2024 Actual – Thomas Meier |
|---|---|---|
| Board annual cash retainer | $45,000, paid quarterly in arrears | $11,250 fees earned for Board service (partial-year effect reflected) |
| Committee member retainer | Audit $10,000; Compensation $7,500; Nominating & Corporate Governance $5,000 | Included in total fees if applicable; Meier chairs Compensation |
| Committee chair additional retainer | Audit Chair $15,000; Compensation Chair $7,500; Nominating Chair $5,000 | Chair, Compensation Committee; cash retainer per policy |
| Lead Independent Director fee | $36,000 per month (effective July 12, 2025) | N/A for Meier |
- Other cash received: $40,067 for service as seller’s representative in connection with the Proteomedix (“PMX”) merger (non‑standard director payment) .
Performance Compensation
| Grant Date | Award Type | Shares | Grant Date Fair Value | Vesting Schedule |
|---|---|---|---|---|
| Sep 26, 2024 | Restricted stock | 39 | $5,120 | Vests Aug 31, 2026; forfeiture on resignation; standard acceleration on death/disability/change of control |
- Director equity policy: Each non‑employee director receives an annual restricted stock grant equal to 0.04% of shares outstanding as of the annual meeting; vests ~1 year and accelerates upon death/disability/change of control .
Other Directorships & Interlocks
| Company | Type | Potential Interlock/Relationship to ONCO |
|---|---|---|
| Santhera (SIX: SANN) | Public pharma | No disclosed transactional ties with ONCO; oversight roles at another pharma |
| Novaremed; Visgenx; SEAL Therapeutics | Private biopharma | No disclosed ONCO transactions; governance roles |
| Proteomedix AG (PMX) | ONCO-related counterparty | Meier provided consulting services to Proteomedix; ONCO recorded ~$58,000 in related expenses in 2024; also paid Meier $40,067 as PMX seller’s representative—conflict exposure |
Expertise & Qualifications
- Scientific credentials: PhD in Biology; lecturer qualification in neurosciences (Biozentrum, University of Basel) .
- Domain expertise: Internationally recognized scientist; extensive orphan disease clinical research; biotech entrepreneurship and executive management .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Composition |
|---|---|---|---|
| Thomas Meier | 657 | <1% | Includes 657 restricted stock awards unvested until Aug 31, 2026; no exercisable options disclosed |
- Shares outstanding at record date: 1,550,010 .
- Insider trading policy/clawback: Company has insider trading policy and a compensation recovery (clawback) policy adopted Jan 17, 2024; administered by Board/Compensation Committee .
Governance Assessment
- Board effectiveness signals: Meier leads Compensation Committee and brings deep orphan disease expertise; Board independence framework in place with Lead Independent Director oversight and regular executive sessions .
- Independence/attendance: Meier deemed independent; attendance thresholds met across FY2024; Compensation Committee met 4 times, indicating active governance on pay .
- Compensation alignment: Mix is cash retainer plus equity; 2024 equity grant vests in 2026, supporting longer‑term alignment; however, a separate $40,067 PMX seller’s representative fee and concurrent consulting to Proteomedix introduce non‑standard payments that can blur independence in ONCO-related transactions .
- Potential conflicts (RED FLAGS): Related‑party exposure via Proteomedix consulting ($58,000 in 2024) and seller’s representative fees tied to PMX merger while chairing Compensation Committee; investors should scrutinize recusal practices and committee independence on any PMX‑related or compensation decisions .
- Control environment context: Prior auditor noted material weaknesses in internal controls in 2023–2024 (segregation of duties, related‑party approvals, expense controls, ITGCs), raising oversight demands on Audit and Compensation Committees; Meier is not on Audit, but as Comp Chair, pay governance intersects with control issues .