Manmeet Soni
About Manmeet S. Soni
Independent director and Lead Independent Director of Pulse Biosciences (PLSE) since March 2023; director since November 2017. Age 47 as of December 31, 2024. Finance executive in life sciences with CPA (U.S.) and Chartered Accountant (India) credentials; designated Audit Committee financial expert. Currently Chief Operating Officer of Summit Therapeutics and previously CFO/COO roles at Reata, Alnylam, ARIAD, and Pharmacyclics, with prior experience at PwC and Zeltiq Aesthetics .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Reata Pharmaceuticals | CFO (EVP) → COO & CFO (EVP) | Aug 2019–Jun 2020 (CFO); Jun 2020–Aug 2019 then through 2020 as COO & CFO; continued until Aug 2019 stated, promoted in Jun 2020 | Led finance and operations for small-molecule therapeutics; transition through acquisition contexts |
| Alnylam Pharmaceuticals | SVP & CFO | May 2017–Aug 2019 | Public biotech CFO; capital markets and reporting |
| ARIAD Pharmaceuticals | EVP, CFO & Treasurer | Mar 2016–Feb 2017 (continued with Takeda thru May 2017) | Managed sale to Takeda; post-acquisition transition support |
| Pharmacyclics | CFO; post-merger transition support | Until May 2015 (support to Sept 2015) | Oncology biotech CFO; acquisition by AbbVie |
| Zeltiq Aesthetics | Corporate Controller | Prior to Pharmacyclics | Medical device controller role |
| PwC (U.S./India) | Life sciences & venture capital group; Audit/Assurance | Early career | Audit, assurance, technical accounting |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Summit Therapeutics Inc. | COO; Director | COO since Oct 2023; Director since Dec 2019 | Summit is controlled by PLSE co‑Chair Robert W. Duggan (majority stockholder); Zanganeh is co‑CEO—board interlocks with PLSE |
| Arena Pharmaceuticals, Inc. | Director | Dec 2018–Jun 2021 | Public company board service |
Board Governance
- Lead Independent Director (appointed March 2023), serves as liaison for independent directors and leads executive sessions .
- Committee leadership:
- Audit Committee: Chair; committee met 8 times in 2024. Designated financial expert; current two‑member composition is non‑compliant with Nasdaq Rule 5605(c)(2)(A) and within cure period (governance risk) .
- Compensation Committee: Chair; met 1 time in 2024 .
- Nominating & Corporate Governance Committee: Chair; met 1 time in 2024 .
- Strategic Advisory Committee: Member; met 9 times in 2024 .
- Attendance: Board held 5 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; all current Board members attended the 2024 annual meeting .
- Independence: Board determined Soni is independent under Nasdaq and SEC rules; all committee compositions where he serves meet independence standards .
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual Board retainer | $55,000 | Amended Aug 2024 |
| Committee membership retainers | Strategic Advisory: $75,000; Audit: $13,000; Compensation: $7,500; Nominating & Governance: $5,500 | Non‑chair members |
| Committee chair retainers | Audit Chair: $26,000; Compensation Chair: $15,300; Nominating & Governance Chair: $11,000 | Chair roles |
| Lead Independent Director retainer | $80,000 | Added Mar 2023 |
| 2024 cash fees earned (Soni) | $190,115 | Reflects partial year and amended policy installments |
Performance Compensation
| Equity Component | Grant Mechanics | Vesting | Change‑in‑Control Treatment |
|---|---|---|---|
| New director initial option | 50,000 options | 1/3 at 1‑yr; remainder monthly over next 2 yrs | Full vest at 100% target; restrictions lapse upon change in control (single trigger) |
| Strategic Advisory Committee initial option | 200,000 options | 1/4 at next annual meeting; remainder monthly over 3 yrs | Same as above; LaViolette’s SAC grant amended to continue vest ex officio; SAC grants for Soni ratified Sep 30, 2025 |
| Annual director option | 20,000 options at annual meeting | Monthly over 1 year | Same as above |
| Retainer Option Election | Option value equals 3x foregone cash retainer divided by FMV on grant date | Director may convert all/part of cash retainer to options | Standard plan terms |
| 2024 option awards (Soni) | $2,662,186 grant‑date fair value | Reflect equity‑heavy compensation mix | Valued under ASC 718 |
Other Directorships & Interlocks
| Linkage | Detail | Implication |
|---|---|---|
| Summit Therapeutics | Soni COO and director; Duggan is Summit co‑CEO and majority stockholder; Zanganeh co‑CEO | Information flow and influence across PLSE and Summit; potential perceived conflicts given Duggan’s 72.1% stake in PLSE |
| Family relationship on PLSE board | Duggan and Zanganeh married Dec 2024 | Heightened related‑party sensitivity (though not directly involving Soni) |
Expertise & Qualifications
- Audit Committee financial expert; meets Nasdaq/SEC financial literacy requirements .
- CPA (U.S.) and Chartered Accountant (India); extensive life sciences finance and operations leadership .
- Prior public company board experience (Arena; Summit) and transaction execution across multiple biopharma platforms .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership | 413,885 shares | Represents shares exercisable within 60 days (options/warrants); less than 1% of class as of Oct 22, 2025 |
| Shares owned directly | — | No direct share ownership disclosed as of Oct 22, 2025 |
| Rights to acquire within 60 days | 413,885 | Exercisable options/warrants |
| Options outstanding (12/31/2024) | 528,885 | Aggregate options outstanding |
| Options exercisable (12/31/2024) | 318,885 | Aggregate options exercisable |
| Pledging/Hedging | Not disclosed | No pledging disclosures identified; company has insider trading policy |
Insider Trades
| Filing | Filed Date | Underlying Event | Transaction |
|---|---|---|---|
| Form 4 | Jun 24, 2024 | Option grant dated Jun 6, 2024 | Reporting acquisition of stock options |
| Form 4 | Jul 9, 2024 | Rights offering participation dated Jul 3, 2024 | Reporting acquisition of PLSE warrants |
Governance Assessment
- Positives
- Strong independence designations; Lead Independent Director role centralizes independent oversight .
- Chairs Audit, Compensation, and Nominating/Governance; brings deep finance expertise as Audit Committee financial expert .
- Clear director compensation policy with transparent retainers and election to convert cash to options; presence of Dodd‑Frank compliant clawback policy for incentive compensation (applies to covered individuals, including NEOs) .
- Risks and RED FLAGS
- Audit Committee non‑compliance with Nasdaq’s three‑member requirement since Jan 9, 2025; within cure period but presents risk of potential delisting action if not remedied timely .
- Significant board interlocks with Summit Therapeutics (Soni COO/director; Duggan majority owner/co‑CEO; Zanganeh co‑CEO) and Duggan’s 72.1% ownership of PLSE could create perceived conflicts and influence over compensation and nominations (Soni chairs both committees) despite independence determinations .
- Director equity awards feature single‑trigger full acceleration on change‑in‑control (less shareholder friendly relative to double‑trigger norms) .
- Alignment Indicators
- Material equity‑based compensation and sizeable outstanding/exercisable option position align Soni with long‑term equity performance, though heavy option mix vs cash raises dilution sensitivity for minority holders .
Overall, Soni’s governance footprint is strong on expertise and engagement, but investor confidence may hinge on swift restoration of Audit Committee compliance and transparent management of interlocks and majority‑owner influence across PLSE and Summit .