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Ilan Oren

Chair of the Board at Roivant SciencesRoivant Sciences
Board

About Ilan Oren

Ilan Oren is the independent Chair of Roivant’s Board, serving as Chair since 2023 and as a director since 2014. He is Co-Chief Executive Officer of Dexcel Pharma and previously led corporate and business development for the Dexcel group. He holds an A.B. in Economics from Harvard College. Age: 41 (as of July 29, 2025) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Dexcel Pharma (part of privately-owned Israeli pharma group)Co-Chief Executive OfficerSince Nov 2019Led corporate and business development activities (strategic ventures, product partnerships, M&A) prior to Co-CEO role
Dexcel Pharma (group)Vice PresidentPre-2019 (prior role)Corporate and business development leadership

External Roles

OrganizationRoleTenureInterlocks / Notes
Clexio BiosciencesDirectorNot disclosed
Kriya TherapeuticsDirectorNot disclosedInterlock: Roivant director James C. Momtazee also serves on Kriya’s board
Sio Gene TherapiesFormer DirectorNot disclosed
Cynapsus TherapeuticsFormer DirectorNot disclosed

Board Governance

  • Role and tenure: Chair of the Board (since 2023); Director since 2014; Class III director with term expiring at the 2027 annual meeting .
  • Independence: Board determined Oren is independent under SEC and Nasdaq rules (6 of 8 directors independent) .
  • Committee assignments (current and recent):
    • Nominating & Governance Committee: Chair (current) .
    • Compensation Committee: Member (current) .
    • Audit Committee: Served in Fiscal 2024; stepped down July 2024 .
  • Board structure and attendance: Classified board; Fiscal 2024 board held 5 meetings; all directors attended at least 75% of Board and committee meetings; six directors attended the 2024 AGM .
Meetings (FY 2024)Count
Board meetings5
Audit Committee4
Compensation Committee7

Fixed Compensation

Component (FY 2024)AmountNotes
Fees Earned or Paid in Cash$107,137Oren elected to receive unrestricted common shares in lieu of 100% of cash retainers; received 9,764 shares
Cash Retainer Policy – Board Member$50,000Annual retainer (policy)
Cash Retainer Policy – Board Chair$35,000Annual retainer (policy)
Cash Retainer Policy – Compensation Committee Member$10,000Annual retainer (policy)
Cash Retainer Policy – Nominating & Governance Committee Chair$12,000Annual retainer (policy)

Policy note: Non-employee directors may elect 50% or 100% of annual cash retainers to be paid in unrestricted common shares for the following fiscal year .

Performance Compensation

Equity Awards to Directors (FY 2024 reporting)Grant DateUnits/Exercise PriceVesting/Status as of 3/31/2025
RSUs (annual director grant)09/10/202416,406 unitsTime-vest fully on 09/10/2025; none vested as of 3/31/2025
Stock Options (annual director grant)09/10/202427,894 options @ $12.19None vested as of 3/31/2025
Stock Options (annual director grant)09/12/202326,595 options @ $11.22All vested as of 3/31/2025
Stock Options (annual director grant)09/15/202271,850 options @ $3.50All vested as of 3/31/2025
Stock Awards (Grant Date Fair Value, FY 2024)FY 2024$199,989RSU fair value per Topic 718
Option Awards (Grant Date Fair Value, FY 2024)FY 2024$214,421Option fair value per Topic 718

Director equity program: Initial one-time stock options with grant date value of $600,000 vest over 3 years; annual director equity each year includes options ($200,000 grant date value) and RSUs ($200,000 grant date value), vesting in full after one year; change-in-control accelerates vesting for these director awards .

Other Directorships & Interlocks

CompanyOverlapping Roivant Director(s)Interlock Detail
Kriya TherapeuticsIlan Oren; James C. MomtazeeBoth serve as directors at Kriya Therapeutics

Expertise & Qualifications

  • Background: Senior operating executive in pharmaceuticals (Co-CEO of Dexcel Pharma), with extensive experience in strategic ventures, product partnerships, portfolio selection, acquisitions, strategic investments and M&A .
  • Education: A.B. in Economics, Harvard College .
  • Board rationale: Pharmaceutical leadership experience qualifies him for Roivant’s Board .

Equity Ownership

HolderCommon Shares Beneficially OwnedOwnership %
Ilan Oren (as of 7/1/2025)184,539<1%
Outstanding Director Equity (as of 3/31/2025)Quantity
RSUs16,406
Stock Options126,339 total (71,850 @ $3.50; 26,595 @ $11.22; 27,894 @ $12.19)

Insider trading policy prohibits hedging and pledging of Company stock; pledging is not permitted, reducing collateralization risk .

Related-Party Exposure and Conflicts

  • Significant shareholder connection: Dexxon Holdings (15.1% owner) and Dexcel Pharma are affiliated with Dan Oren (controlling shareholder of Dexxon Holdings and Executive Chairman of Dexcel Pharma). Ilan Oren serves as Co-CEO of Dexcel Pharma. The proxy discloses Dexxon’s ownership but does not describe any transactions between Roivant and Dexxon/Dexcel in the fiscal year .
  • Independence and oversight: The Board has determined Oren is independent under SEC/Nasdaq rules; the Audit Committee oversees material related-party transactions under a formal policy .

Say-on-Pay & Shareholder Feedback

MeetingProposalForAgainstAbstainBroker Non-Votes
2025 AGM (9/10/2025)Say-on-Pay316,651,402203,244,18464,550,27644,227,813
2024 AGM (covering FY 2023)Say-on-Pay (advisory)~89% “For” of votes cast

Compensation Committee retains independent consultant Aon; Committee consists solely of independent directors .

Director Compensation (FY 2024)

DirectorFees Earned or Paid in CashStock Awards (RSUs)Option AwardsAll Other CompTotal
Ilan Oren$107,137$199,989$214,421$521,548
  • Election to take retainers in shares: Oren elected 100% of cash retainers in unrestricted common shares; received 9,764 shares for FY 2024 retainers .

Additional Governance Controls

  • Anti-hedging and anti-pledging: Company policy prohibits hedging, pledging, short sales, and derivatives involving Company stock for directors, officers, and employees .
  • Clawback: Compensation recoupment policy compliant with Dodd-Frank Section 10D and Nasdaq for executive incentive compensation .
  • Attendance: All directors met at least 75% attendance threshold; expectations to attend Board and committee meetings .

Governance Assessment

  • Positives

    • Independent Board Chair with deep pharma operating/M&A background; independent status affirmed by Board .
    • Strong committee leadership: Oren chairs Nominating & Governance and serves on Compensation; prior Audit Committee experience enhances oversight breadth .
    • Alignment signals: Elected to receive 100% of cash retainers in stock, increasing owner-like exposure .
    • Risk controls: Robust anti-hedging/anti-pledging policy; formal related-party transaction review; independent compensation advisor engagement .
  • Monitoring items

    • Significant shareholder nexus: Dexxon/Dexcel affiliation (15.1% holder) alongside Oren’s Co-CEO role at Dexcel may present perceived influence; Board nonetheless determined independence and Audit Committee oversees related-party matters .
    • Interlock: Shared Kriya Therapeutics directorship with another Roivant director (Momtazee) warrants awareness for potential information flow; no related transactions disclosed .
  • Shareholder sentiment

    • Say-on-pay support remained solid (2024 ~89% “For”; 2025 AGM raw vote counts shown above), indicating broad investor alignment with compensation governance during Oren’s chair tenure .