Robert Petit
About Robert Petit
Robert G. Petit, Ph.D., age 66, is Chief Medical Officer and Chief Scientific Officer of OSTX, roles he has held since September 2019. He holds a Ph.D. from The Ohio State University College of Medicine and a B.S. from Indiana State University; he is credited with being instrumental in securing FDA approvals for six NDAs/BLAs and is named on more than 100 patents, with a focus on immunologic oncology therapies . Proxy disclosures emphasize equity-based alignment and do not provide TSR, revenue growth, or EBITDA growth metrics tied to his compensation; OSTX indicates as an emerging growth company it is not required to conduct say‑on‑pay votes and is evolving its compensation plans .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Orionis Biosciences Inc. | SVP, Head of Early Clinical Development | Since Mar 2022 | Early-stage development leadership for drug discovery platform |
| Carisma Therapeutics, Inc. | Chief Scientific Officer | Jun–Dec 2019 | Led CSO function for CAR-macrophage technology in solid tumors |
| Advaxis, Inc. (now Ayala Pharmaceuticals, Inc.) | Chief Scientific Officer & EVP | Mar 2013–Jun 2019 | Drove Listeria-based immuno-oncology programs; later chairs SAB |
| Bristol-Myers Squibb | U.S. Medical Strategy Lead; Director of Medical Strategy, New Oncology Products; Director of Global Clinical Research | 2005–2010 | Oncology medical strategy and global clinical research leadership |
| MGI Pharma Inc.; Aesgen Inc. | VP, Clinical Development | Not disclosed | Clinical development leadership at oncology-focused biopharmas |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RGP Biotech, LLC | Principal (advisor on non-clinical/clinical programs) | Since Jun 2019 | Advisory to emerging biotechs on development programs |
| Ayala Pharmaceuticals, Inc. | Chairman, Scientific Advisory Board | Current | Oversight and guidance on Lm-based immuno-oncology asset platform |
| Systems Oncology, LLC | Scientific Advisory Board member | Current | Input on cancer therapy discovery and development |
| Saros Therapeutics | Scientific Advisory Board member | Current | Guidance on re-engineering innate immune activation in cancer IO |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $300,000 | $420,000 |
| Target Bonus (%) | Up to 50% of base | Up to 50% of base |
| Actual Bonus Paid ($) | $0 | $0 |
| Option Awards – Grant Date Fair Value ($) | $0 | $245,046 |
| Total Compensation ($) | $300,000 | $665,046 |
Note: The proxy also states ISO options issued as of 12/31/2024 had not vested and had a fair value of $0 at filing, while the Summary Compensation Table reports ASC 718 grant‑date fair values; this reflects differing valuation bases and timing in disclosures .
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Bonus | Personal performance & company performance (Board discretion) | Not disclosed | 50% of base | $0 for 2024 | N/A |
| ISO Stock Options | Equity alignment; service-based vesting | Not disclosed | 400,000 options at $1.86 strike | Unvested as of 12/31/2024 | 3-year vesting commencing Dec 5, 2025 |
| In-the-money value (illustrative) | Based on proxy-stated FMV | N/A | FMV $2.19 (Aug 20, 2025) | 400,000 × ($2.19 − $1.86) = $132,000 potential intrinsic value contingent on vesting | N/A |
Option expiration date not disclosed; maximum option term under plan is up to 10 years, subject to award agreement .
Equity Ownership & Alignment
| Metric | As of Aug 20, 2025 |
|---|---|
| Beneficial Ownership – Common Shares (#) | 200,000 |
| Ownership (% of common outstanding) | <1% |
| Options – Exercisable (#) | 0 (none exercisable disclosed at FY 2024) |
| Options – Unexercisable (#) | 400,000 |
| Option Exercise Price ($) | $1.86 |
| Vested vs Unvested Shares | No unvested stock awards disclosed |
| Shares Pledged as Collateral | No pledging disclosure noted in proxy |
| Hedging Policy | No formal hedging policy adopted; board intends to adopt insider trading policy in 2025 |
| Stock Ownership Guidelines | Not disclosed |
Employment Terms
| Term | Detail |
|---|---|
| Title | Chief Medical Officer & Chief Scientific Officer |
| Employment Letter Date | June 23, 2020 |
| Employment Basis | Full-time, at-will |
| Base Salary (per letter) | $20,000 per monthly pay period (historical letter terms; salary later adjusted by board) |
| Bonus Eligibility | Up to 50% of base; Board discretion on personal/company performance |
| Severance (No Cause/Good Reason) | 12 months base salary continuation + prorated bonus equal to 35% of annualized base salary |
| Change-of-Control Provisions | None in employment letter |
| Non-Compete | During employment and 1 year post-termination |
| Non-Solicit | 1 year post-termination |
| Confidentiality/IP | Invention and non-disclosure agreement; company owns IP developed relating to business |
| Garden Leave / Post-termination Consulting | Not disclosed |
Investment Implications
- Alignment and upside: A 400,000 ISO grant at $1.86 strike with vesting starting Dec 5, 2025 provides retention leverage; at the proxy-stated $2.19 FMV (Aug 20, 2025), awards were modestly in-the-money pre‑vesting, implying sensitivity to share price performance through 2026–2028 vesting tranches .
- Retention risk mitigants: Severance terms (12 months base + 35% prorated bonus) offer moderate protection without change‑of‑control enhancements; absence of CoC acceleration may limit “golden parachute” incentives while maintaining cost discipline .
- Trading and hedging risk: No formal insider trading or hedging policy was adopted as of the proxy; hedging is not prohibited under a stated policy, which is a potential alignment red flag until the board finalizes policies (planned for 2025) .
- Ownership scale: Direct ownership is 200,000 shares (<1%), with substantial unvested options; no pledging disclosure, no director/exec ownership guidelines disclosed, and thus limited enforced “skin‑in‑the‑game” thresholds near term .
- Program trajectory: Board seeks to expand the 2023 Incentive Compensation Plan to 10,000,000 shares, indicating reliance on equity incentives for talent retention and performance alignment in a capital‑intensive biotech; performance awards are permitted but metric frameworks were not detailed in the proxy .
Related governance context: OSTX, as an emerging growth company, is not required to conduct say‑on‑pay votes; the compensation program emphasizes equity while conserving cash, consistent with early-stage biotech norms .
Sources
- Executive biography, roles, age, education:
- Compensation tables and narrative:
- Employment letter and severance terms:
- Outstanding equity awards and option strike/size:
- Beneficial ownership:
- Hedging/insider trading policy status:
- Plan amendment and equity plan overview; FMV reference: