Charles Baum
About Charles M. Baum
Charles M. Baum, M.D., Ph.D., age 67, is an independent Class II director of PMV Pharmaceuticals since April 2021; his current term expires at the 2025 annual meeting and he is nominated to serve through 2028 . He holds M.D. and Ph.D. (Immunology) degrees from Washington University School of Medicine and completed post-doctoral training at Stanford; he brings deep oncology drug development leadership from Mirati Therapeutics (founder/CEO), Pfizer (SVP Biotherapeutic Clinical Research; VP/Head Oncology Development, CMO for Biotherapeutics), and Schering-Plough . Baum currently serves as CEO and board member of Terremoto Biosciences (since July 2024) and is a director at Acrivon Therapeutics (Nasdaq: ACRV); he previously served on Poseida Therapeutics’ board through its January 2025 acquisition by Roche Genentech . PMVP’s board affirmatively determined Baum is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mirati Therapeutics (Nasdaq: MRTX; acquired by BMS Jan 2024) | Founder; President & CEO (Nov 2012–Sep 2021; Aug 2023–Jan 2024); President, Founder & Head of R&D (Sep 2021–Aug 2023); Director (Nov 2012–Jan 2024) | 2012–2024 | Led KRAS program; executive leadership through acquisition |
| Pfizer (NYSE: PFE) | SVP Biotherapeutic Clinical Research, Worldwide R&D; VP/Head Oncology Development; CMO Biotherapeutics & Bioinnovation Center | 2003–2012 | Led oncology development portfolio |
| Schering-Plough (acquired by Merck) | Oncology compound development | 2000–2003 | Oncology program leadership |
| Stanford University; Emory University | Academic/clinical positions | Various | Academic medicine and translational research |
| SyStemix; G.D. Searle | Pharma/biotech roles of increasing responsibility | Various | Drug development |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Terremoto Biosciences (private) | Chief Executive Officer; Board Member | Since Jul 2024 | Operational leadership |
| Acrivon Therapeutics (Nasdaq: ACRV) | Director | Current | Public company governance |
| Poseida Therapeutics (Nasdaq: PSTX; acquired) | Director | May 2022–Jan 2025 | Board service until Roche Genentech acquisition |
Board Governance
- Committee assignments: Baum is a member of the Compensation Committee and chairs the Nominating & Corporate Governance (NCG) Committee .
- Chair roles: Chairperson of the NCG Committee; Compensation Committee chaired by Richard Heyman .
- Independence: Board determined Baum is independent under Nasdaq rules .
- Attendance and engagement: The board met 7 times in FY2024; each director attended at least 75% of combined board and committee meetings; Compensation Committee met 5 times and NCG Committee met 3 times in FY2024 .
- Board leadership: Board chaired by Richard Heyman; CEO and Chair roles are separated .
Fixed Compensation
| Component (FY2024) | Amount (USD) | Notes |
|---|---|---|
| Base Director Fee | $40,000 | Policy cash retainer |
| Compensation Committee Member Fee | $5,000 | Member (non-chair) |
| NCG Committee Chair Fee | $8,000 | Chair retainer |
| Total Cash Fees (FY2024) | $53,000 | Sum of above |
| Consulting Fees | $87,069 | Senior clinical advisory services (agreement commenced Feb 2024; annual rate $100,000) |
Director Compensation Policy (structure):
- Initial option: 67,000 shares; vests monthly over 36 months; annual option: 33,500 shares; vests by next annual meeting or 1 year; all director awards accelerate upon change in control; strike price set at fair market value on grant date .
Performance Compensation
| Equity Component (FY2024) | Quantity/Value | Vesting/Terms |
|---|---|---|
| Option Awards (grant-date fair value) | $81,032 | Annual option grants per policy; one-time special award of 45,000 options granted in June 2024, vesting monthly over 3 years |
| Options Outstanding (as of Dec 31, 2024) | 154,338 options | Outstanding director options count |
| Change-in-Control Treatment (Outside Directors) | Full acceleration | Options/RSUs fully vest; performance goals deemed achieved at 100% of target |
Notes: PMVP does not disclose performance metrics tied to director compensation; equity is time-based vesting per policy (no TSR/EBITDA metrics for directors) .
Other Directorships & Interlocks
| Company | Relationship to PMVP | Potential Interlock/Conflict Consideration |
|---|---|---|
| Acrivon Therapeutics (ACRV) | Biopharma; Baum serves as director | Sector adjacency; no specific related-party transactions disclosed with PMVP |
| Terremoto Biosciences | Private biotech; Baum is CEO/director | Executive commitments; no PMVP transactions disclosed |
| Poseida Therapeutics (PSTX; acquired) | Prior director | No ongoing relationship post-acquisition |
PMVP’s Audit Committee reviews and approves any related-party transactions ≥$120,000; this framework governs director-related transactions .
Expertise & Qualifications
- Medical and scientific credentials: M.D. and Ph.D. in Immunology; postdoctoral training at Stanford; extensive oncology development leadership .
- Industry experience: Executive roles at Mirati (founder/CEO), Pfizer, Schering-Plough; board experience at multiple public biopharmas .
- Board qualifications: Brings executive-level biotech perspective and public company governance experience .
Equity Ownership
| Ownership Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 124,338 shares | Options exercisable within 60 days of Apr 8, 2025; <1% of outstanding shares |
| Shares outstanding (reference) | 51,951,761 | As of Apr 8, 2025 |
| Options outstanding (Dec 31, 2024) | 154,338 | Director options balance |
| Breakdown (approximate) | 124,338 exercisable; 30,000 unexercisable | Exercisable within 60 days vs. remainder, based on tables |
| Pledging/Hedging | Prohibited | Policy bans pledging and hedging for directors |
Governance Assessment
- Strengths: Independent director with deep oncology R&D and public-company leadership; chairs NCG Committee and serves on Compensation Committee, enhancing board effectiveness and succession planning oversight .
- Engagement: Committee workload meaningful (Compensation 5 meetings; NCG 3; board 7), and all directors met minimum attendance threshold (≥75%), indicating active participation .
- Alignment: Director compensation includes equity options with clear vesting and change-in-control acceleration; ownership via exercisable options, with hedging/pledging prohibited, supporting alignment with shareholders .
- Potential conflicts (RED FLAG watch): Baum receives separate consulting compensation from PMVP ($100,000 annual; $87,069 paid in 2024) while chairing NCG and serving on Compensation—this is a related-party arrangement that can raise independence optics; however, the board determined independence and the Audit Committee oversees and approves related-party transactions under a formal policy, which mitigates risk .
- Compensation mix trend: Equity-heavy structure with a one-time special grant of 45,000 options in June 2024 suggests increased equity emphasis; cash fees reflect committee responsibilities (NCG chair, Compensation member) .
Overall, Baum’s scientific and operational expertise is accretive to board effectiveness, but his concurrent consulting arrangement is a governance sensitivity that warrants monitoring for continued compliance with related-party policies and clear disclosure to maintain investor confidence .