Christopher Senner
About Christopher J. Senner
Independent director since March 2019; age 57. Executive Vice President and Chief Financial Officer of Exelixis, Inc. (2015–present); previously Vice President, Corporate Finance at Gilead Sciences (2010–2015) and 18 years at Wyeth including CFO of Wyeth’s U.S. pharmaceuticals business and BioPharma unit; B.S. in Finance from Bentley College. Designated audit committee financial expert; independence affirmed by the Board under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Exelixis, Inc. | Executive Vice President & CFO | 2015–present | Finance leadership; audit committee financial expert credential relevant to board service |
| Gilead Sciences, Inc. | Vice President, Corporate Finance | 2010–2015 | Controllership, tax, treasury, FP&A oversight |
| Wyeth (acquired by Pfizer in 2009) | Various finance roles incl. CFO, U.S. Pharmaceuticals & BioPharma unit | 18 years | Senior financial management experience |
External Roles
| Category | Details |
|---|---|
| Public company directorships | None disclosed for Senner |
| Executive role outside QNCX | EVP & CFO, Exelixis, Inc. |
Board Governance
- Committees: Audit Committee Chair; members: Christopher J. Senner (Chair), June Bray, Una Ryan; Senner is the Board’s audit committee financial expert .
- Independence: All non-management directors (including Senner) are independent; all committee members meet SEC/Nasdaq independence standards .
- Board/committee activity (2024): Board met 4 times; Audit 4; Compensation 3; Nominating 2. Each director attended at least 75% of applicable meetings in 2024 .
- Audit Committee report submitted by Senner as Chair (oversight of financial reporting and auditor independence) .
- Lead Independent Director framework and executive sessions in place (lead: Una Ryan) .
Fixed Compensation
| Year | Fees Earned (Cash) | Notes |
|---|---|---|
| 2024 | $53,000 | Consistent with policy: Board member retainer $38,000 + Audit Committee chair retainer $15,000 (paid quarterly) |
Policy highlights:
- Annual retainers: Board member $38,000; Board chair/lead independent $52,500 inclusive; Audit member $7,500, Audit chair $15,000; Compensation member $5,500/chair $11,000; Nominating member $4,000/chair $8,000 .
- Beginning Jan 1, 2025, directors may elect to receive annual cash retainer in the form of a stock option vesting quarterly .
Performance Compensation
| Item | Detail |
|---|---|
| 2024 stock option award (grant date fair value) | $22,140 |
| Options outstanding (12/31/2024) | 194,969 options |
| Annual option grant policy (continuing directors) | 27,000 shares at each annual meeting if >6 months service; 13,500 if 3–6 months; none if <3 months; 100% vesting at 1-year anniversary |
| Initial option grant policy (new directors) | 54,000 shares; vests one-third annually over 3 years |
| Change-in-control provision | Director options vest in full immediately prior to and contingent upon a change in control |
Other Directorships & Interlocks
| Type | Company | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Executive role | Exelixis, Inc. | EVP & CFO | No related-party transactions with Senner disclosed by QNCX |
Expertise & Qualifications
- Deep public-company finance expertise; senior roles at Exelixis, Gilead, Wyeth .
- Audit Committee Financial Expert designation under Item 407(d) of Regulation S‑K .
- Finance degree (Bentley College) .
Equity Ownership
| Holder | Shares Owned | Options Exercisable within 60 Days | Aggregate Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|
| Christopher J. Senner | 0 | 176,787 | 176,787 | * |
Policies impacting alignment:
- Hedging and pledging of company stock prohibited for directors/officers/employees .
Governance Assessment
- Strengths: Independent director; Audit Chair with audit committee financial expert credential; strong attendance (≥75% in 2024); robust hedging/pledging prohibitions; Dodd-Frank-compliant clawback policy adopted .
- Engagement signals: Re-elected as Class III director at 2025 Annual Meeting; votes for 16,227,725; withheld 1,231,618; broker non-votes 14,058,309 . Say-on-pay also approved (For 16,590,485; Against 800,094; Abstain 68,764; broker non-votes 14,058,309) .
- Conflicts/related-party: No related-party transactions involving Senner disclosed; related-party oversight sits with Audit Committee (which Senner chairs), with policy requiring committee review/approval .
Voting & Attendance Data
| Item | 2024 | 2025 |
|---|---|---|
| Board meetings held | 4 | — |
| Audit Committee meetings held | 4 | — |
| Compensation Committee meetings held | 3 | — |
| Nominating Committee meetings held | 2 | — |
| 2025 director election (Senner) | — | For: 16,227,725; Withheld: 1,231,618; Broker non-votes: 14,058,309 |
| 2025 say-on-pay | — | For: 16,590,485; Against: 800,094; Abstain: 68,764; Broker non-votes: 14,058,309 |
Notes on Director Compensation Structure
| Component | Structure |
|---|---|
| Cash | Quarterly retainer per role (see Fixed Compensation section) |
| Equity | Initial and annual stock options; time-based vesting; full acceleration upon change in control |
| Meeting fees | Not disclosed (no per-meeting fees table beyond retainers) |
| Ownership guidelines | Not disclosed |
Risk Indicators & Red Flags
- Hedging/pledging prohibited (mitigates misalignment risk) .
- No Senner-related party transactions reported (reduces conflict risk) .
- Audit Committee oversight documented; auditor independence reviewed; BDO ratified for 2025 .
Related Policies and Processes
- Compensation Committee uses independent consultant (Compensia) and considers peer benchmarking; independence factors assessed per Nasdaq rules .
- Clawback policy implemented (Dodd-Frank compliant) .
