Hoyoung Huh
About Hoyoung Huh
Hoyoung Huh, M.D., Ph.D., is Lead Independent Director of Pliant Therapeutics, serving on the board since 2017; he is 55 and his current Class I term runs through the 2027 annual meeting . He is independent under Nasdaq rules and serves on the Compensation Committee; he is not an employee of the company . Dr. Huh previously founded Peak Bio (f/k/a pH Pharma) and has held CEO and board chair roles; he now serves as Chairman of Akari Therapeutics plc following Peak Bio’s merger with Akari in November 2024. He holds an A.B. in Biochemistry (Dartmouth), an M.D. (Cornell University Medical College), and a Ph.D. in Cell Biology & Genetics (Cornell University Sloan Kettering Institute) .
Past Roles
| Organization | Role | Tenure/Timing | Committees/Impact |
|---|---|---|---|
| Pliant Therapeutics | Lead Director; Director (Class I) | Lead Director since Dec-2017; Director since 2017; term expires 2027 | Board leadership; independent oversight |
| Konus Advisory Group, Inc. | Managing Director | Jan-2012 to Sep-2014 | Strategic advisory leadership |
| BiPar Sciences, Inc. | Chief Executive Officer and Chairman | Feb-2008 to Dec-2010 | Led biotech operations and governance |
| McKinsey & Company | Partner | Earlier career | Strategy and operations expertise |
External Roles
| Organization | Role | Status/Timing | Notes |
|---|---|---|---|
| Akari Therapeutics plc | Chairman of the Board | Current; became Chair post-Nov 2024 merger of Peak Bio with Akari | Current public company chair role |
| Peak Bio Inc. (f/k/a pH Pharma) | Founder; CEO; Chairman; Director | 2015 to Nov 2024 (pre-merger) | Now combined into Akari Therapeutics |
| Healthcare & Humanity Foundation | Founder | Current | Non-profit foundation leadership |
| Prior public boards | Chairman/Director at Geron; CytomX; Epizyme; Facet Biotech; Nektar; Addex; EOS; Rezolute | Historical | Demonstrates broad biotech governance experience |
Board Governance
- Independence and leadership
- Independent director; only the CEO (Coulie) is non-independent .
- Lead Director role separate from CEO, aligning with good governance practices .
- Committee assignments (current)
- Compensation Committee member (Chair: Darren Cline). Other committees (Audit; Nominating & Governance; R&D) do not include Dr. Huh .
- Attendance and engagement
- In 2024, the full Board met 4 times; Compensation Committee met 5 times; Nominating & Corporate Governance met 5 times; Audit met 4 times. Each director attended at least 75% of aggregate board and committee meetings and all directors attended the 2024 annual stockholder meeting .
- Risk oversight and policies
- Audit Committee oversees cybersecurity program; the Board receives updates at least annually . Insider trading policy prohibits hedging/pledging and margin collateral for directors and officers .
Fixed Compensation (Director)
| Year | Cash Fees ($) | Notes |
|---|---|---|
| 2024 | 75,550 | Reflects board retainer, Lead Director premium, and committee membership fees under policy |
Non-Employee Director Cash Policy (2024):
- Board retainer $40,000; Lead Director premium $30,000; Compensation Committee member $6,000; other committee fees per policy .
Performance Compensation (Director)
| Grant Type | 2024 Grant Value ($) | Vesting | Exercise Price Basis | Grant Mechanics |
|---|---|---|---|---|
| Stock Options (Annual Director Grant) | 229,090 | Equal quarterly installments over 1 year; vest in full by next Annual Meeting or 1-year anniversary | Closing price on grant date | Annual grant sized at $250,000 grant-date value; options subject to full acceleration upon sale of the company |
| Initial Director Option (for new directors) | N/A for Huh in 2024 | Monthly over 3 years | Closing price on grant date | Initial one-time $500,000 grant upon joining board (policy) |
Additional equity grant discipline adopted Sept 2024:
- No equity grants within 4 business days before material news or 1 business day after; refresh sizing and/or vehicle mix if 30-day average stock price trends +/-20% from sizing baseline .
Other Directorships & Interlocks
| Company | Capacity | Potential Interlocks/Conflicts |
|---|---|---|
| Akari Therapeutics plc | Chairman | No related-party transactions with PLRX disclosed; Audit Committee reviews any related-person matters under policy |
No related party transactions >$120,000 involving directors or 5% holders were reported for 2024, a positive governance signal .
Expertise & Qualifications
- Scientific/medical credentials: M.D. (Cornell), Ph.D. (Cell Biology & Genetics, Cornell Sloan Kettering), A.B. Biochemistry (Dartmouth) .
- Operating and governance experience: Former CEO/Chair roles (BiPar; Peak Bio), partner at McKinsey; extensive experience forming and leading biotech companies and serving on multiple public biotech boards .
Equity Ownership
| Item | Amount | Context/Date |
|---|---|---|
| Total Beneficial Ownership (shares) | 162,118 | As of 3/31/2025 |
| Ownership as % of Outstanding | <1% | Based on 61,386,278 shares outstanding as of 3/31/2025 |
| Shares Owned (direct) | 99,759 | As of 3/31/2025 |
| Options Exercisable within 60 days | 62,359 | As of 3/31/2025 |
| Total Options Held (all) | 69,050 | As of 12/31/2024 (aggregate options) |
| Pledging/Hedging | Prohibited for directors | Insider trading policy prohibits hedging, pledging, and margin use |
Director Compensation Detail (2024)
| Component | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 75,550 | Board, Lead Director premium, and committee fees |
| Option Awards (grant-date fair value) | 229,090 | 2024 annual director option grant |
| Total | 304,640 | 2024 director compensation total |
Say-on-Pay & Shareholder Feedback (Context for Compensation Committee Oversight)
| Year | Say-on-Pay Support (%) |
|---|---|
| 2022 | 99.6% |
| 2023 | 97.2% |
| 2024 | 45.3% |
- 2024 investor outreach: company contacted holders representing ~62% of outstanding; ~43% engaged; Comp Committee Chair attended 67% of meetings. Feedback addressed via enhanced disclosure, grant-timing policy, and clarification on market positioning and equity mix; Pearl Meyer engaged as independent consultant; Huh was added to the Compensation Committee in June 2024, increasing board oversight .
Insider Reporting Compliance (2024)
| Topic | Status |
|---|---|
| Delinquent Section 16(a) Reports | None; all required director/officer filings timely, per company review of SEC reports and written representations |
Governance Assessment
-
Strengths
- Lead Independent Director structure separates board leadership from CEO; clear risk oversight by committees; robust policies prohibiting hedging/pledging and providing whistleblower channels .
- Independent Compensation Committee with external consultant; enhanced equity grant timing controls adopted in 2024; active shareholder outreach following 2024 say-on-pay results .
- No related-party transactions involving directors in 2024; documented related-person transaction review policy .
-
Watch items / potential red flags
- Say-on-Pay support fell to 45.3% in 2024, signaling investor dissatisfaction with pay outcomes; Huh joined the Compensation Committee in June 2024 and will be directly accountable for addressing alignment going forward .
- Proposal to add officer exculpation in charter in 2025 (permitted by Delaware law) may draw scrutiny from some investors, though it excludes derivative claims and loyalty/bad-faith exceptions; board recommends approval .
-
Alignment
- Huh’s 2024 director pay is primarily equity-based (options) with time-based vesting, aligning with shareholder value growth via stock appreciation; ownership remains under 1% of outstanding shares, typical for non-employee directors at development-stage biopharma .
Overall: Huh brings deep biotech governance and operating expertise, provides independent board leadership, and sits on the Compensation Committee amid an active remediation cycle following low 2024 say-on-pay support. No conflict or related-party issues were disclosed for 2024, and risk policies appear robust .