Arturo Molina
Protagonist TherapeuticsAbout Arturo Molina
Arturo Molina, M.D., M.S., F.A.C.P., is Chief Medical Officer (CMO) of Protagonist Therapeutics (PTGX) and has served in this role since November 2022; he is 66 years old and maintains an Adjunct Clinical Faculty appointment at Stanford University School of Medicine’s Department of Medicine (Oncology) . He earned an M.D. and M.S. in Physiology from Stanford University Medical Center and a B.A. in Psychology and B.S. in Zoology from the University of Texas at Austin; prior roles include CMO at Sutro Biopharma, VP Oncology Scientific Innovation at Johnson & Johnson, and CMO at Cougar Biotechnology . During his tenure, PTGX executed a $300M upfront license with Takeda for rusfertide, earned a $165M milestone from J&J for icotrokinra, reported positive Phase 3 topline results for icotrokinra, and ended FY2024 with $559.2M in cash and investments, also joining the S&P SmallCap 600 in July 2024 . PTGX disclosed cumulative TSR of $191.47 for the 2020–2024 measurement window in pay-versus-performance reporting (company-selected TSR baseline at 12/31/2020), contextualizing shareholder outcomes alongside rising executive “compensation actually paid” .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sutro Biopharma (Nasdaq: STRO) | Chief Medical Officer | 2016–2022 | Built cross-functional Clinical Development, Regulatory, Clinical Operations and Biometrics team; advanced candidates to IND and registration-enabling studies . |
| Johnson & Johnson (NYSE: JNJ) | Vice President, Oncology Scientific Innovation | Prior to 2016 (dates not specified) | Led oncology innovation initiatives at a global pharmaceutical company . |
| Cougar Biotechnology (acquired by J&J in 2009) | Chief Medical Officer | Until 2009 | Guided clinical strategy through acquisition by J&J . |
| City of Hope Comprehensive Cancer Center | Adjunct Professor/Staff Physician (Hem/Onc, BMT) | 1991–2004 | Academic leadership and clinical practice in hematology/oncology and bone marrow transplantation . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Stanford University School of Medicine | Adjunct Clinical Faculty, Department of Medicine (Oncology) | Ongoing | Clinical academic appointment concurrent with industry role . |
Fixed Compensation
| Item | 2024 | Notes |
|---|---|---|
| Base Salary ($) | $550,000 | 5.8% YoY increase (from $520,000 in 2023) . |
| Target Bonus (%) | 40% of base | Same target as 2023 . |
| Actual Annual Bonus Paid ($) | $330,000 | Achieved 150% of target due to corporate and individual performance . |
| One-time Spot Bonus ($) | $66,000 | Company-wide 30% of target bonus following Takeda transaction closing . |
| All Other Compensation ($) | $10,912 | Includes group term life insurance and 401(k) match . |
Performance Compensation
| Metric | Weighting | Target | Actual Outcome | Payout vs Target | Vesting/Timing |
|---|---|---|---|---|---|
| Corporate Goals (CEO 100%; Molina 75% weight) | See rows | Pre-set 2024 goals | Overall corporate achievement determined at 150% | 150% of target | Annual cash bonus (paid following year-end) . |
| R&D — Rusfertide | 45% of corporate | Phase 3 VERIFY enrollment; CMC batch; non-clinical carc study draft report; regulatory operations; medical affairs/E&V plan | Fully achieved | 45% of corporate target | N/A (cash bonus) . |
| Discovery & Preclinical | 30% of corporate | Nominate oral IL‑17 development candidate; demonstrate preclinical POC | Nearly achieved | 25% of corporate target | N/A . |
| BD/Finance/Commercial & IT | 25% of corporate | Execute S&E; extend cash runway through end-2026; pre-commercial market/org readiness | Fully achieved | 25% of corporate target | N/A . |
| Stretch Goals | Up to +50% | VERIFY enrollment by Q1’24; discovery candidate nomination; new program POC; JNJ milestones; in-license new program/technology | Out-performed | +55% of corporate target (capped at 150% total) | N/A . |
| Individual Goals (Molina) | 25% of total bonus | Clinical, regulatory and medical affairs objectives | Scored 150% of target | Adds to blended bonus outcome of 150% total for Molina | N/A . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership (shares) | 78,480 shares; includes 64,845 shares via options exercisable within 60 days . |
| Ownership as % of Shares Outstanding | Less than 1% . |
| Vested vs Unvested | Not fully broken out; beneficial line item includes near-term exercisables; see outstanding awards table for unvested grants . |
| Options — Exercisable vs Unexercisable | Multiple grants with specified exercisable/unexercisable counts per grant in table below . |
| Hedging/Pledging | Company policy prohibits hedging and pledging of Company stock . |
| Stock Ownership Guidelines (Executives) | Not disclosed; policy noted for directors; hedging/pledging prohibitions apply to all officers . |
Employment Terms
| Provision | Non-Change-in-Control Termination | Change-in-Control (Double Trigger) Termination |
|---|---|---|
| Cash Severance | 9 months base salary ($412,500) | 12 months base salary ($550,000) ; plus monthly payment equal to one‑twelfth of target bonus (total $220,000) . |
| Health Benefits | COBRA (or cash equivalent) for 9 months ($39,999) | COBRA (or cash equivalent) for 12 months ($53,333) . |
| Equity | No acceleration | Accelerated vesting of outstanding equity awards (Options $3,266,031; Stock Awards $1,503,856, valued at $38.60 close as of 12/31/2024) . |
| Triggers | “Without cause” by Company or “for good reason” by executive; release required . | Double trigger required (CoC plus qualifying termination within 12 months); release required; no excise tax gross-ups . |
| Clawback | Incentive-based compensation subject to recoupment following a material restatement per Nasdaq Rule 5608; prior three fiscal years . |
Vesting Schedules and Key Equity Grants
| Grant Date | Instrument | Quantity | Exercise Price | Expiration | Vesting Schedule |
|---|---|---|---|---|---|
| 11/15/2022 | Stock Options | 95,971 (sum of exercisable 34,877; unexercisable 61,094) | $8.04 | 11/14/2032 | 25% on first anniversary, remainder monthly over 36 months . |
| 11/15/2022 | RSUs | 10,626 | N/A | N/A | 25% in equal yearly installments over four years . |
| 01/16/2023 | Stock Options | 18,750 (exercisable 8,984; unexercisable 9,766) | $12.17 | 01/15/2033 | 1/48 monthly over four years . |
| 01/16/2023 | RSUs | 2,084 | N/A | N/A | 1/3 annually over three years . |
| 01/02/2024 | Stock Options | 97,500 (exercisable 22,343; unexercisable 75,157) | $23.42 | 01/01/2034 | 1/48 monthly over four years . |
| 01/02/2024 | RSUs | 26,250 | N/A | N/A | 1/3 annually over three years . |
Notes:
- All options carry ten-year terms and were granted at the closing price on grant date; 01/02/2024 exercise price $23.42 (higher than 01/08/2024 close of $23.02) .
- The company disclosed timing controls to avoid grant timing around material nonpublic information; 01/02/2024 grants and relevant disclosures provided per SEC rules .
Insider Transactions and Liquidity Considerations
| Activity (2024) | Shares | Value Realized ($) | Notes |
|---|---|---|---|
| Options Exercised | 31,529 | $1,160,875 | Value realized equals shares times (market – strike) at exercise; does not evidence actual sale of stock . |
| RSUs Vested | 6,353 | $244,016 | Value realized at vesting based on closing price . |
Compensation Structure Analysis
- 2024 equity award mix targeted at 65% stock options and 35% RSUs for NEOs; PSUs were not used in 2023–2024 given company’s focus on pivotal execution and potential NDA filings, with the Compensation Committee viewing stock options as performance-based due to at-risk value tied to stock price appreciation .
- Pay mix is highly variable and at-risk: NEO average variable pay 82% and “at-risk” pay 64%; for CEO, 93% variable and 71% at-risk; structure aligns with shareholder value creation via equity and performance-linked cash outcomes .
- Annual bonuses tied to pre-established corporate goals and individual objectives; corporate achievement capped at 150% with stretch goals, and Molina’s individual component scored 150% .
- Best-practice features include clawback policy, prohibition on hedging/pledging, double-trigger acceleration for equity in CoC, independent compensation consultant (Aon), and benchmarking to a defined biotech peer set .
Say-on-Pay & Shareholder Feedback
- 2024 Say-on-Pay support was ~78%, down from ~96% in the prior year; the Committee engaged with investors, noting proxy advisor concerns over the absence of PSUs in 2023 and explaining the strategic rationale for emphasizing options during the pre-commercial phase .
- The Committee continues to review plan design annually and will weigh 2025 vote outcomes in future decisions .
Related Party Transactions and Red Flags
- No related‑party transactions exceeding $120,000 involving directors, executive officers, or >5% holders since January 1, 2024, other than standard compensation arrangements .
- Company policy prohibits hedging and pledging; no excise tax gross‑ups; equity acceleration is double‑trigger only, mitigating shareholder‑unfriendly practices .
Investment Implications
- Retention risk appears mitigated by competitive salary/bonus, multi-year equity vesting, and robust double‑trigger CIC protection with full equity acceleration; severance provisions are standard (9–12 months cash, COBRA) and lack tax gross‑ups .
- Potential supply dynamics: 2024 option exercises (31,529 shares) and ongoing RSU vesting create periodic share flows; however, value realized on exercise does not necessarily indicate share sales, and insider policy restricts hedging/pledging .
- Alignment is supported by at‑risk equity (options and RSUs), bonus outcomes tied to R&D, discovery, and cash runway achievements, and corporate milestones (Takeda $300M upfront; J&J $165M milestone) that intersect Molina’s clinical remit .
- Medium-term indicators: Continued progress toward rusfertide NDA (VERIFY) and icotrokinra submissions could sustain incentive realization; severance/CIC terms reduce flight risk through key regulatory gates .
Data sources: PTGX DEF 14A (Apr 29, 2025) and PTGX 10-K FY2024 (Feb 21, 2025).