Lily Cheung
About Lily Cheung
Chief Human Resources Officer at Pliant Therapeutics (PLRX) since January 2023; age 52 as of April 23, 2025; B.S. in Management from San Francisco State University. Cheung’s tenure began January 19, 2023 per her offer letter; she reports to the CEO and is based in South San Francisco . Company pay-versus-performance shows a 2024 total shareholder return value of $57.97 for a hypothetical $100 investment and a 2024 net loss of $210.3 million, with prior years at $79.71 (2023) and $85.08 (2022), framing the performance context during her tenure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Synthekine | Vice President, Human Resources | Dec 2021–Jan 2023 | Led HR for clinical-stage biotech; transition into PLRX CHRO |
| Rigel Pharmaceuticals | VP HR | Jan 2020–Dec 2021 | HR leadership at commercial biopharma |
| Rigel Pharmaceuticals | Executive Director, HR Operations | May 2018–Jan 2020 | Built HR operations foundation |
| Actelion (J&J) | Senior Director, HR (prior roles since 2006) | 2015–2021 (tenure began 2006) | Progressive HR leadership at large pharma unit |
| Covad Communications | Led HR Operations team | Six years | HR operations leadership at telecom |
External Roles
No public company board or external governance roles disclosed for Cheung .
Fixed Compensation
| Component | Detail | Source |
|---|---|---|
| Base Salary | $362,000 initial annual salary (at hire) | |
| Target Bonus | 40% of base salary (annual cash incentive plan) | |
| Employment Status | At-will; start date January 19, 2023 | |
| Location | South San Francisco headquarters |
Performance Compensation
| Metric | Weighting | Target (Program) | Actual (2024) | Payout Basis | Vesting/Terms |
|---|---|---|---|---|---|
| Program goals (bexotegrast, PLN-101095) | 55% | Corporate objectives set by Compensation Committee | Achieved full weighting | Company bonus pool funded at 100% for 2024 | Annual cash incentive for senior leadership; individual modifiers applied 100–110% for NEOs |
| Research proofs-of-concept | 15% | Project-specific milestones | Achieved full weighting | Included in 100% pool funding | Same as above |
| Finance/operational/talent | 30% | Budget variance, 3-year plan, talent engagement | Achieved full weighting | Included in 100% pool funding | Same as above |
| Stretch goals | +20% additive potential | Operational stretch | Not achieved | No additive payout | N/A |
Note: 2024 program structure applies to the senior leadership cash bonus plan. Cheung’s individual payout is not separately disclosed; her target bonus is 40% of base per offer letter .
Equity Awards
| Type | Grant Detail | Vesting | Terms |
|---|---|---|---|
| Stock Options (initial) | Option to purchase 123,000 shares | 25% cliff at 1-year; remaining 75% vests 1/48 monthly thereafter | Exercise price = FMV at grant; granted under 2020 Stock Option and Incentive Plan |
Company-wide equity policies include double-trigger acceleration on change-of-control for NEOs; PSU usage judged not preferable at current stage; options viewed as performance-aligned given stage of development .
Equity Ownership & Alignment
| Metric | 2024 | 2025 |
|---|---|---|
| Beneficial ownership (shares) | 47,211 | 100,612 |
| Ownership % of outstanding | <1% (per proxy notation) | <1% (per proxy notation) |
- Hedging/pledging: Prohibited by PLRX insider trading policy (short sales, derivatives, hedging, margin, pledging) .
- Section 16 compliance: All officer reports filed timely for 2024 per proxy .
Employment Terms
- Offer letter: CHRO role, at-will, 40% bonus target, initial option grant; background checks and standard confidentiality/arbitration agreements included .
- Severance plan: PLRX Executive Severance Plan provides for NEOs (and certain other executives) cash severance, pro-rated bonus, and COBRA contributions for non-COC terminations; and 1.0x base+bonus (other execs) or 1.5x (CEO), health benefits, and full time-based equity vesting acceleration on double-trigger within 12 months post COC; PSUs deemed at target. Coverage for Cheung is not explicitly disclosed in the proxy; terms summarized for the plan .
- Clawback: Dodd-Frank/Nasdaq-compliant clawback for incentive compensation on restatement; applies to Section 16 executive officers .
- Ownership guidelines: Not disclosed in proxies; company emphasizes pay-for-performance, market-based compensation, and prohibition of hedging/pledging .
Compensation Structure Analysis
- Pay-for-performance alignment: Company’s 2024 senior leadership cash program tied to operating goals with defined weightings; the bonus pool funded 100% with qualitative individual modifiers for executives other than the CEO .
- Equity mix: Committee emphasizes stock options (and RSUs to a lesser extent) as performance-linked at pre-commercial stage; PSUs largely not used among peers; policy enhancements address grant timing relative to price swings (e.g., re-assess if 30-day average deviates ±20%) .
- Benchmarking: Peer group of 22 pre-commercial biopharma companies; goal to align around 50th percentile with adjustments for performance and individual impact; enhancements added via new consultant Pearl Meyer and committee changes in 2023–2024 .
Governance, Say-on-Pay, and Shareholder Feedback
- 2024 Say-on-Pay failed (For: 23,479,353; Against: 28,329,655; ~45.3% support). The committee conducted extensive shareholder outreach and instituted policy disclosures/enhancements in response .
- Insider policy: Prohibits hedging and pledging; code of conduct in place .
- Officer exculpation proposal (2025): Board seeks DGCL 102(b)(7) officer exculpation amendment to attract/retain leadership; excludes loyalty, bad faith, or derivative claims .
Investment Implications
- Alignment: Cheung’s beneficial ownership increased from 47,211 (2024) to 100,612 shares (2025), while hedging and pledging are prohibited—reducing collateral-driven selling risk and signaling higher equity alignment .
- Compensation risk: 2024 say-on-pay failure prompted structural refinements (grant timing policy, transparency on peer positioning and incentive goals), with Cheung as CHRO likely influential in implementation—suggesting improving governance and lower pay-for-performance disconnect risk going forward .
- Retention and COC economics: Executive Severance Plan provides market-standard protection (double-trigger equity acceleration), supporting retention; Cheung’s specific coverage isn’t disclosed—monitor Form 4 filings and future proxies for clarity on her severance eligibility and award structures .
- Execution backdrop: Company TSR softness in 2024 and net losses underscore the importance of incentive calibration to clinical and operational milestones. Equity-heavy compensation and option structures tie value to pipeline progress—making human capital leadership (HR/talent) a lever for execution risk mitigation under Cheung’s remit .