John Milligan
PACIFIC BIOSCIENCES OF CALIFORNIAAbout John F. Milligan
John F. Milligan, Ph.D. is Chairman of PacBio’s Board. Age 64 (as of April 10, 2025), he has served on the PacBio Board since 2013 and became Chairman in September 2020. He previously held senior roles at Gilead Sciences including CFO (2002), COO (2007), President (2008), and CEO (2016–2018). He holds a B.A. from Ohio Wesleyan and a Ph.D. in Biochemistry from the University of Illinois, and was an American Cancer Society postdoctoral fellow at UCSF .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gilead Sciences | CEO; Director | 2016–2018 | Led major acquisitions (Pharmasset, Kite); scaled global operations |
| Gilead Sciences | President | 2008–2016 | Executive leadership across development/commercial |
| Gilead Sciences | COO | 2007–2008 | Operations leadership |
| Gilead Sciences | CFO | 2002–2007 | Built international organization; rapid revenue growth |
| Gilead Sciences | Research scientist; Project leader | 1990–2002 | Led Tamiflu® collaboration program |
External Roles
| Organization | Role | Status/Start | Notes |
|---|---|---|---|
| 4D Molecular Therapeutics (NASDAQ: FDMT) | Executive Chair | Since 2020 | Public company; executive chair role |
| Kailera Therapeutics | Board Chair | 2024 | Private (Series A $400M); obesity therapeutics |
| TurnCare, Inc. | Director | Jan 2024 | Private medtech; board addition announced |
Board Governance
- Chairman of the Board; roles separated from CEO to enhance oversight .
- Committee memberships: Audit Committee and Compensation Committee .
- Financial expertise: Board determined Audit Committee members (including Dr. Milligan) are audit committee financial experts under SEC rules .
- Independence: Board determined Dr. Milligan is independent under Nasdaq rules; also independent for Audit and Compensation Committees .
- Attendance: Board held 9 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 Annual Meeting .
- Committee activity: Audit Committee chair transitioned from Randy Livingston to Marshall Mohr in Feb 2025 .
Fixed Compensation (Director)
| Element | Policy Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $40,000 | Paid quarterly in advance |
| Chair of Board retainer | $40,000 | In addition to director retainer |
| Audit Committee chair/member | $20,000 / $10,000 | Annual retainers |
| Compensation Committee chair/member | $14,000 / $7,000 | Annual retainers |
| Corporate Governance & Nominating chair/member | $10,000 / $5,000 | Annual retainers |
| Science & Technology chair/member | $10,000 / $5,000 | Annual retainers |
| 2024 cash earned (Milligan) | $97,000 | As disclosed for FY2024 |
Performance Compensation (Director)
| Element | Grant Value | Vesting | Share Caps/Notes |
|---|---|---|---|
| Initial Awards (options + RSUs) | $450,000 total | Options: 1/3 at 1 year then monthly over 24 months; RSUs: 1/3 at 1, 2, 3 years | Max 127,000 shares per initial award |
| Annual Award (stock options) | $200,000 | Monthly over 1 year or earlier at next Annual Meeting | Max 65,000 shares per annual award; first annual award prorated |
| Change of Control (2010 Director Plan) | — | 100% vesting acceleration; performance deemed at 100% | Applies to awards under 2010 Director Plan |
| Change of Control (2020 Plan) | — | Administrator discretion; if not assumed, full vest and performance at 100% target | Director-specific acceleration if terminated after assumption (non-voluntary) |
| 2024 Director Equity (Milligan) | Amount ($) | Notes |
|---|---|---|
| Stock awards (RSUs) | $37,655 | Aggregate grant date fair value |
| Option awards | $37,656 | Aggregate grant date fair value |
| Total director comp (2024) | $172,311 | Cash $97,000; equity $75,311 |
Governance safeguards:
- Clawback: Awards under the 2020 Plan are subject to PacBio’s compensation recovery policy adopted in Oct 2023 pursuant to Dodd-Frank .
- Repricing prohibited: Exchange programs, transfers, or exercise price reductions are prohibited under the 2020 Plan .
Other Directorships & Interlocks
| Entity | Relationship | Transaction/Exposure | Amount/Date |
|---|---|---|---|
| 4D Molecular Therapeutics | Dr. Milligan serves as Chairman of the Board | PacBio recognized revenue from 4D Molecular Therapeutics in 2024; accounts receivable exposure at year-end | ~$191,000 revenue in 2024; ~$57,000 receivables at 12/31/2024 |
Red flag assessment: Related-party commercial activity exists (low materiality at current levels); oversight sits with the Audit Committee (on which Dr. Milligan serves), necessitating recusal protocols for approvals under related-party policy .
Expertise & Qualifications
- Executive leadership in biopharma; financial and operational expertise (CFO/COO/CEO roles at Gilead) .
- Audit committee financial expert designation .
- Industry and governance contributions across public and private boards .
Equity Ownership
| Ownership Detail | Amount | As Of |
|---|---|---|
| Shares beneficially owned | 110,000 | April 10, 2025 |
| Right to acquire (within 60 days) | 288,174 | Options/RSUs within 60 days |
| Total beneficial ownership | 398,174 | <1% of class |
| RSUs outstanding | 22,821 | FY2024 year-end |
| Stock options outstanding | 265,353 | FY2024 year-end |
| Stock options exercisable | 249,263 | FY2024 year-end |
Insider Trades (Form 4)
| Transaction Date | Filing Date | Type | Security | Qty | Price | Post-transaction Securities Owned | SEC Filing |
|---|---|---|---|---|---|---|---|
| 2025-06-04 | 2025-06-06 | A (Award) | Stock Option (right to buy) | 65,000 | $1.03 | 65,000 | |
| 2024-06-18 | 2024-06-20 | A (Award) | Common Stock (RSU settlement) | 22,821 | $0.00 | 132,821 | |
| 2024-06-18 | 2024-06-20 | A (Award) | Stock Option (right to buy) | 32,179 | $1.65 | 32,179 | |
| 2023-05-24 | 2023-05-26 | A (Award) | Stock Option (right to buy) | 25,775 | $11.94 | 25,775 |
Note: Form 4 securitiesOwned reflects the filer’s post-transaction holdings for the reported security; aggregate ownership details are provided in the proxy ownership table .
Governance Assessment
- Strengths:
- Independent Chairman separate from CEO; strong audit and compensation committee involvement .
- Audit Committee expertise and established clawback policy; prohibition on option repricing .
- Consistent attendance and engagement (≥75% standard met; full attendance at annual meeting) .
- Watch items:
- Related-party exposure via 4D Molecular Therapeutics (immaterial at present: ~$191k rev; ~$57k receivables). Ensure recusals and Audit Committee oversight per policy .
- Equity plan share usage and overhang continue to be actively managed; company requested additional shares to maintain competitiveness (burn rate and overhang disclosed) .
Additional Context (Company-wide)
- Say-on-pay support (NEOs): Over 92% approval in 2023; annual say-on-pay continued in 2024/2025 .
- Board declassification: Transition to annual elections completing by 2027 .
Notes on Undisclosed Items
- No disclosure of director-specific stock ownership guidelines, pledging/hedging or deferred compensation elections for directors in the cited sections; however, company compensation governance states avoidance of margin accounts, hedging, pledging, derivatives, and short sales in its practices .
- No director-specific performance metrics (e.g., TSR/revenue targets) tied to director compensation; director awards vest time-based per policy .