Lori Kunkel
About Lori Kunkel
Lori A. Kunkel, M.D. (age 67) is an independent director of ORIC Pharmaceuticals, serving since June 2020. She is a physician with a medical and scientific background, board certified in internal medicine (previously in hematology and oncology), with decades of oncology-biotech leadership and board experience. Education: B.A. from UC San Diego; M.D. from the University of Southern California. Tenure on ORIC’s board began in June 2020; she currently serves as a member of the Compensation Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Curis, Inc. (public) | Director | Nov 2016 – Sep 2022 | Compensation; Nominating & Governance; Development |
| Tocagen Inc. (public) | Director; Acting Chief Medical Officer | Sep 2015 – Jun 2020; Nov 2018 – Apr 2019 | Acting CMO operational leadership during transition |
| Loxo Oncology, Inc. (public) | Director | Oct 2014 – Feb 2019 | Board-level oversight through acquisition by Eli Lilly (Loxo) not cited here; service dates per proxy |
| Maverick Therapeutics, Inc. (private) | Director | Jan 2017 – Apr 2021 | Board service until acquisition period concluded |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Enliven Therapeutics, Inc. (biopharma) | Director | Apr 2024 | Current public biopharma board seat |
| Nurix Therapeutics, Inc. (private) | Director | Aug 2019 | Serves on Compensation and Development Committees |
| K36 Therapeutics, Inc. (private) | Director | Dec 2021 | Board member |
Board Governance
- Independence: Board determined Dr. Kunkel is independent under Nasdaq rules; Compensation Committee members (including Kunkel) meet SEC/Nasdaq independence standards. No family relationships among directors/executives.
- Committee assignments: Compensation Committee member (chair is Dr. Heyman). Not on Audit or Nominating & Governance.
- Attendance: In 2024, the board held four meetings; each director attended at least 75% of board and applicable committee meetings. Independent directors meet in regular sessions without management.
- Risk oversight: Audit Committee oversees financial, legal/regulatory, related-party, and cybersecurity risks; Compensation Committee monitors compensation-related risk; Nominating & Governance oversees governance practices.
- Trading/pledging policy: Hedging and pledging of company securities are prohibited for directors and employees; no short sales or derivatives (other than compensatory awards).
Fixed Compensation (Non-Employee Director – 2024 actuals; 2025 policy context)
| Component | Amount | Source/Notes |
|---|---|---|
| Board annual cash retainer | $40,000 | Non-employee director cash compensation per policy |
| Compensation Committee member fee | $5,000 | Committee member cash fee |
| Total cash (2024 actual for Kunkel) | $45,000 | Director compensation table (2024) |
| Director compensation annual limit | $500,000 (normal year); $750,000 (join year) | Grant date fair value for equity, plus cash, per policy caps |
- 2025 policy update: Annual option award increased to 35,000 shares (from 25,600); initial option award to 70,000 (from 51,200); change-in-control definition aligned with 2020 Plan. Cash retainers unchanged.
Performance Compensation (Equity – structure and vesting)
| Feature | 2025 Policy Detail | Vesting/Terms |
|---|---|---|
| Initial option award (new directors) | 70,000 options (was 51,200 pre-12/12/24) | 1/36 monthly from start of board service; 10-year term; strike = FMV at grant |
| Annual option award (continuing directors) | 35,000 options (was 25,600 pre-12/12/24) | From 2025: 1/12 monthly over 1 year from grant; 10-year term; strike = FMV at grant |
| Change in control (director awards) | Full acceleration immediately prior to closing | Applies to outstanding director equity |
- 2024 Kunkel equity compensation: Aggregate grant-date fair value of option awards $146,150; total 2024 director compensation $191,150 (equity > cash).
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Compensation Committee interlocks | None; no executive served on another company’s comp committee where an ORIC executive served, during 2024. Note: Chair (Dr. Heyman) previously served as an ORIC executive. |
| Related-party transactions | Audit Committee reviews/approves any >$120k related-party transactions; the policy prohibits entering such transactions without Audit approval. No family relationships among directors. |
Expertise & Qualifications
- Core expertise: Oncology physician; medical/scientific expertise; biopharma board and development oversight.
- Education/certifications: B.A. (UC San Diego); M.D. (USC). Board certified in internal medicine (previously hematology/oncology).
- Board qualification emphasis: Medical/scientific background and biotech industry experience cited by ORIC as qualifications.
Equity Ownership
| As of | Shares Held Directly | Options Exercisable (within 60 days) | Options Unexercisable (excl. 60 days) | Total Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|---|
| Mar 31, 2025 | 68,666 | 61,417 | 49,857 | 130,083 | <1% |
| Sources: Beneficial ownership table and footnotes. |
- Shares pledged: Company policy prohibits pledging; thus directors are not permitted to pledge ORIC stock.
Insider Trades (selected recent filings)
| Date (Filing) | Type | Security/Notes | Source |
|---|---|---|---|
| Jun 14, 2024 (Form 4; txn date Jun 12, 2024) | Reported changes in beneficial ownership | Details in filing; linked on ORIC investor site | |
| Jan 6, 2025 (Form 4) | Reported director equity activity | Likely annual director option grant timing per policy; see filing | |
| Mar 4, 2025 (Form 4; txn date Mar 3, 2025) | Reported changes in beneficial ownership | Details in filing; linked on ORIC investor site | |
| Jun 9, 2025 (reported) | Open-market sale | 29,021 shares at $10.00–$10.01 |
Note: 2024 director equity included both the annual option award and a director retention option award (aggregate grant-date fair value reported in proxy). For precise grant sizes/strike prices on each Form 4, refer to the linked filings.
Governance Assessment
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Strengths
- Independent status; board-level medical/scientific expertise aligned with ORIC’s oncology focus.
- Good engagement: met ≥75% attendance threshold; board conducts regular independent sessions.
- Alignment and risk controls: Equity-heavy director pay, prohibition on hedging/pledging, and clear change-in-control terms; policy caps on total director pay.
- Robust committee architecture and risk oversight delineation; use of an independent comp consultant (Aon) to benchmark director compensation.
-
Watch items / potential red flags
- Compensation Committee chaired by a former ORIC executive (Dr. Heyman). While the board determined independence, some investors scrutinize optics of prior executive service in comp oversight; Kunkel is a non-chair member.
- Director equity fully accelerates on change in control, which can be viewed as standard but sometimes draws scrutiny regarding entrenchment optics; however, awards are time-based options with FMV strike and 10-year terms.
- No director-specific ownership guideline disclosure noted; reliance is on general anti-hedging/pledging and equity grant participation.
-
Conflicts/related-party exposure
- No family relationships; audit committee oversees related-party transactions; proxy does not identify any related-party transactions involving Dr. Kunkel.
-
Ownership alignment
- Beneficial ownership is <1%, with a mix of directly held shares and vested options; anti-hedging/pledging policy supports alignment.
Overall, Dr. Kunkel brings relevant oncology and development expertise, is independent, participates actively, and is aligned via equity-heavy compensation, with standard governance safeguards (anti-hedging/pledging, committee independence). The primary watch item is the Compensation Committee’s chair optics (a former executive), though Kunkel herself is an independent member.