Richard Heyman
About Richard Heyman
Richard Heyman, Ph.D., age 67, is the independent Chairperson of PMV Pharmaceuticals’ Board and a Class III director who has served since June 2020; his current term expires at the 2026 annual meeting . He holds a B.S. in Chemistry from the University of Connecticut and a Ph.D. in Pharmacology from the University of Minnesota, with a career spanning founding, leading, and advising multiple biotech companies and contributions to FDA‑approved therapies, including Erleada . PMV’s board separates the Chair and CEO roles, with David H. Mack as CEO and Dr. Heyman as non‑officer Chair, reinforcing oversight independence .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aragon Pharmaceuticals | Co‑founder; Chief Executive Officer | Acquired by J&J (Aug 2013) | Led to J&J acquisition; involved in FDA‑approved therapies including Erleada . |
| Seragon Pharmaceuticals | Co‑founder; Chief Executive Officer | Acquired by Roche Genentech (Aug 2014) | Built oncology platform acquired by Genentech . |
| RayzeBio, Inc. | Chairman, Board | Acquired by Bristol Myers Squibb (Feb 2024) | Guided radiopharma strategy to acquisition . |
| Amunix Pharmaceuticals | Chairman, Board | Acquired by Sanofi (Dec 2021) | Steered immuno‑oncology assets to exit . |
| Vividion Therapeutics | Director | Acquired by Bayer AG (Aug 2021) | Board role through strategic sale . |
| Gritstone bio, Inc. | Director | Prior service | Oncology board experience . |
| Metacrine, Inc. | Director | Prior service | Clinical‑stage biotech governance . |
| Yumanity Therapeutics, Inc. | Director | Prior service | Neuro/biotech governance . |
| Arch Ventures | Venture Partner | Since 2019 | Portfolio company oversight in life sciences . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ORIC Pharmaceuticals (Nasdaq: ORIC) | Director; Chairman | Director since Mar 2015; Chairman since May 2018 | Clinical‑stage oncology; ongoing public company governance role . |
| Enliven Therapeutics (Nasdaq: ELVN) | Chairman → Director | Chair Mar 2021–Feb 2023; Director since Feb 2023 (post‑merger) | Continued board presence post‑transaction . |
| Salk Institute | Vice Chair, Board of Trustees | Current | Major research institution governance . |
| AACR Foundation | Board | Current | Cancer research philanthropy oversight . |
| UCSD Moores Cancer Center | Board | Current | Academic cancer center governance . |
Board Governance
- Independent director under Nasdaq rules; PMV’s board found Heyman independent (six of seven directors are independent) .
- Board Chair separate from CEO; Heyman is Chair, not an officer, supporting objective oversight .
- Committee assignments: Audit Committee member (chair is Stelzer) , Compensation Committee member and Chair , Nominating & Corporate Governance Committee member (chair is Baum) .
- Attendance: the board met seven times in FY2024; each director attended at least 75% of board and applicable committee meetings; two of seven directors attended the 2024 annual meeting .
- Committee activity: Audit met 5 times ; Compensation met 5 times ; Nominating & Corporate Governance met 3 times .
- Compensation committee interlocks: none; committee members (including Heyman) were not PMV officers; no reciprocal executive board service conflicts in FY2024 .
- Independent compensation consultant (Pearl Meyer) advised on executive and director compensation program design and peer group matters in FY2024; engagement assessed as independent .
Fixed Compensation
| Fiscal Year | Fees Paid or Earned in Cash ($) | Stock Awards ($) | Option Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 96,500 | — | 81,032 | 177,532 |
Director Cash Retainer Policy (as of April 2025):
| Role | Annual Cash Retainer ($) |
|---|---|
| Base Director Fee | 40,000 |
| Chair of Board | 35,000 |
| Audit Chair | 15,000 |
| Compensation Chair | 10,000 |
| Nominating & Governance Chair | 8,000 |
| Audit Committee Member (non‑chair) | 7,500 |
| Compensation Committee Member (non‑chair) | 5,000 |
| Nominating & Governance Committee Member (non‑chair) | 4,000 |
Performance Compensation
| Award Type | Grant Date | Shares | Vesting | Exercise Price | Notes |
|---|---|---|---|---|---|
| Initial Option (policy) | Upon joining | 67,000 | 36 equal monthly installments | FMV at grant | Accelerates on change‑in‑control . |
| Annual Option (policy) | Each annual meeting | 33,500 | Earlier of 1 year or next annual meeting | FMV at grant | Accelerates on change‑in‑control . |
| One‑time Special Option | June 2024 | 45,000 | Equal monthly installments over 3 years | Not disclosed; FMV practice applies | Granted to each continuing non‑employee director . |
| Outstanding Options (Heyman) | 12/31/2024 | 370,758 | Mixed | Mixed | Non‑employee director outstanding options total . |
- Outside Director Compensation Policy was revised in April 2025 to modify the equity award component to stay competitive with peers by industry and market cap .
- All outside director equity awards accelerate in full upon a change‑in‑control (options and RSUs; performance awards deemed achieved at 100%) .
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlock/Transaction Notes |
|---|---|---|---|
| ORIC Pharmaceuticals (Nasdaq: ORIC) | Public | Director; Chairman | Current role; oncology peer . |
| Enliven Therapeutics (Nasdaq: ELVN) | Public | Director (post‑merger) | Current role; prior Chair . |
| Vividion Therapeutics | Private (acquired) | Director | Acquired by Bayer (Aug 2021) . |
| RayzeBio, Inc. | Public (acquired) | Chairman | Acquired by Bristol (Feb 2024) . |
| Amunix Pharmaceuticals | Private (acquired) | Chairman | Acquired by Sanofi (Dec 2021) . |
| Gritstone bio, Inc. (Nasdaq: GRTS) | Public | Director (prior) | Past service . |
| Metacrine, Inc. | Public (formerly) | Director (prior) | Past service . |
| Yumanity Therapeutics, Inc. (Nasdaq: YMTX) | Public | Director (prior) | Past service . |
| Salk Institute | Non‑profit | Vice Chair | Research institution governance . |
| AACR Foundation | Non‑profit | Board | Philanthropy governance . |
| UCSD Moores Cancer Center | Academic | Board | Research/clinical governance . |
Expertise & Qualifications
- Founding CEO roles with multiple successful exits (Aragon → J&J; Seragon → Genentech), and chairmanships through acquisitions (RayzeBio → Bristol; Amunix → Sanofi), indicating repeat value creation and transaction execution capability .
- Scientific leadership and drug development credentials; involvement in FDA‑approved therapeutics (Erleada), with extensive oncology background .
- Broad governance experience across public, private, academic, and non‑profit boards, and venture leadership with Arch Ventures since 2019 .
Equity Ownership
| Holder | Security | Amount | Notes |
|---|---|---|---|
| Richard Heyman (direct) | Options exercisable within 60 days | 300,560 | Counted in beneficial ownership . |
| Heyman Family 2020 Irrevocable Trust | Options exercisable within 60 days | 20,098 | Beneficiaries are immediate family . |
| Julia E. Heyman 2016 Irrevocable Trust | Options exercisable within 60 days | 10,050 | Beneficiaries are daughter and descendants . |
| Scott Z. Heyman 2016 Irrevocable Trust | Options exercisable within 60 days | 10,050 | Beneficiaries are son and descendants . |
| Total Beneficial Ownership | Shares (per SEC method) | 340,758 | Represents less than 1% of outstanding shares . |
Policy signals
- Hedging and pledging of company securities are prohibited for directors; short sales, derivatives, and pledging are not permitted .
- Indemnification agreements in place for directors to the fullest extent under Delaware law .
Governance Assessment
-
Positive signals:
- Independent, non‑executive Chair with separation from CEO enhances oversight and board independence .
- Chairs the Compensation Committee and sits on Audit and Nominating committees, providing cross‑functional governance coverage; committees are fully independent and active (5 Audit, 5 Compensation, 3 Nominating meetings in 2024) .
- Use of an independent compensation consultant (Pearl Meyer) for board and executive compensation design supports pay governance quality; independence assessed with no conflicts .
- Waived Scientific Advisory Board compensation since Sept 2021, mitigating related‑party concerns tied to advisory roles .
- Anti‑hedging/anti‑pledging policy for directors supports alignment .
-
Watch items / potential red flags:
- Extensive external board commitments (ORIC Chairman; ELVN Director; multiple prior chairs/directorships) could pose bandwidth risk; monitor individual meeting attendance and engagement (company reports ≥75% attendance overall for directors) .
- Outside Director equity awards fully accelerate on change‑in‑control, potentially reducing long‑term retention incentives in strategic transactions; balanced by time‑based vesting .
- April 2025 revision to director equity award component and the June 2024 one‑time 45,000‑option grant to all continuing non‑employee directors increase equity exposure; investors should monitor whether equity remains appropriately sized relative to company stage and performance .
- Beneficial ownership is largely options exercisable within 60 days with no disclosed direct share holdings, resulting in less than 1% ownership; alignment exists via ongoing option grants, but direct share ownership is limited .
-
Related‑party transactions:
- Audit Committee oversees related party transactions; disclosed consulting arrangements exist with other PMV directors (Levine $100,000; Baum $100,000) but Heyman waived SAB compensation; no PMVP transactions disclosed with entities where Heyman has board roles .
-
Committee oversight:
- Audit Committee responsibilities include related party review and conflict oversight; Heyman participates as member with independence affirmed .
- Compensation Committee interlocks: none disclosed for FY2024, reducing reciprocal pay‑setting risks .
Overall, current disclosures support investor confidence in board independence and governance processes, with equity award sizing and external commitments as the primary areas to continue monitoring for alignment and effectiveness .