Mark Murcko
About Mark Murcko
Mark Murcko, Ph.D., age 65, is a co-founder of Relay Therapeutics and has served on the board since 2016; he previously served as interim Chief Scientific Officer from February 2016 to December 2017 . He holds a B.S. in chemistry from Fairfield University and a Ph.D. in organic chemistry from Yale University, and his credentials include prior CTO and scientific advisory board chair roles at Vertex Pharmaceuticals overseeing disruptive R&D technologies . The board has determined he is an independent director under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Relay Therapeutics | Interim Chief Scientific Officer | Feb 2016 – Dec 2017 | Executive leadership in early R&D setup |
| Vertex Pharmaceuticals | Chief Technology Officer; Chair of Scientific Advisory Board | Until Nov 2011 | Led identification/implementation of disruptive R&D technologies |
| Dewpoint Therapeutics | Chief Innovation Officer | Nov 2018 – Jul 2021 | Innovation leadership; later continued as board member |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Octant, Inc. | Director | Since Aug 2020 | Strategic Advisor since Oct 2021 |
| RADD Pharmaceuticals | Director | Since Aug 2020 | — |
| BioHybrid Solutions, Inc. | Director | Since Aug 2022 | — |
| Dewpoint Therapeutics, Inc. | Director | Since Nov 2018 | — |
| MIT (Dept. of Biological Engineering) | Senior Lecturer | Since Jul 2012 | Academic appointment |
Board Governance
- Committees: Chair of the Research and Development Committee; slated to join the Audit Committee effective at the 2025 Annual Meeting (replacing Laura Shawver, Ph.D.) if elected .
- Attendance: In 2024, each director attended 75%+ of aggregate board and committee meetings; all directors attended the 2024 Annual Meeting .
- Independence: Board determined all directors except the CEO are independent (including Murcko) per Nasdaq and SEC rules .
| Committee | Role | Effective Date | 2024 Meetings | Notes |
|---|---|---|---|---|
| Research & Development | Chair | Ongoing (2024) | 3 | Reviews R&D personnel/strategy |
| Audit | Member (designate) | Jun 6, 2025 (upon election) | 4 | Financial reporting, controls, related-party, ESG oversight with NCG |
Fixed Compensation (Director)
| Component | 2024 Amount ($) | Detail |
|---|---|---|
| Cash fees | 60,000 | Non-employee director cash compensation for 2024 |
| Option awards (grant-date fair value) | 488,636 | Annual director option grant valued per ASC 718 |
Policy schedule for non-employee directors (effective June 1, 2023):
- Audit Committee fees: Member $10,000; Chair +$20,000 .
- Compensation Committee fees: Member $7,500; Chair +$15,000 .
- Nominating & Corporate Governance fees: Member $5,000; Chair +$10,000 .
- Research & Development fees: Member $7,500; Chair +$15,000 .
- Board retainer: Member $45,000; Chair additional $30,000 .
Performance Compensation
| Performance-linked element | Structure | 2024 Detail |
|---|---|---|
| Performance metrics tied to director pay | None disclosed | Director equity awards are time-based stock options under policy; no performance metrics specified |
Other Directorships & Interlocks
| Company/Entity | Relationship to RLAY | Notes/Conflict Considerations |
|---|---|---|
| Octant; RADD; BioHybrid Solutions; Dewpoint | External directorships | No related-party transactions >$120,000 disclosed involving directors/officers or 5% holders since Jan 1, 2024 . |
Expertise & Qualifications
- Deep biotech R&D leadership (Vertex CTO; Dewpoint Chief Innovation Officer), computational/experimental technology orientation aligned with Relay’s platform .
- Academic credentials and ongoing MIT appointment strengthen scientific governance .
Equity Ownership
| Category | Amount | Notes |
|---|---|---|
| Common shares owned | 996,952 (14) | Direct holdings (14) |
| Options exercisable within 60 days | 261,077 (14) | Vested/exercisable options counted in beneficial ownership (14) |
| Total beneficial ownership | 1,258,029 (14) | As of Apr 8, 2025 |
| Percent of outstanding shares | <1% | Directors listed with less than 1% beneficial ownership |
| Unexercised options (12/31/2024) | 261,077 | As of year-end |
| Pledging/Hedging | Prohibited; no pledging requests approved ; hedging prohibited | Insider trading policy bans short sales, derivatives, margin/pledging |
Governance Assessment
- Strengths: Independent status; chairs R&D Committee with defined oversight; expected addition to Audit Committee enhances financial oversight breadth; 75%+ meeting attendance indicates engagement .
- Alignment: Material equity ownership and annual option grants support skin-in-the-game; hedging/pledging prohibitions reinforce alignment with stockholders (14) .
- Conflicts/Related-party: No related-party transactions disclosed; Audit Committee screens related-person transactions under policy .
- Investor signals: 2024 say-on-pay approval at 59.9% reflects shareholder scrutiny of executive pay; while not director-specific, governance committees should remain responsive to investor feedback .