Clay Siegall
About Clay Siegall
Clay Siegall, Ph.D. (age 64) is an independent Class III director of Shattuck Labs (STTK), serving on the Board since March 2024. He is a veteran biotech operator and director with prior CEO, Chairman, and President experience, and holds a B.S. in Zoology (University of Maryland) and a Ph.D. in Genetics (George Washington University) . He is currently President, Chief Executive Officer, and Chairman of Immunome, Inc. (Nasdaq: IMNM) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Seagen Inc. (formerly Seattle Genetics) | Chief Executive Officer | Nov 2002 – May 2022 | Led growth and value creation; later acquired by Pfizer |
| Seagen Inc. | President | Jun 2000 – May 2022 | Senior executive leadership |
| Seagen Inc. | Chairman, Board | Mar 2004 – May 2022 | Board leadership |
| MorphImmune, Inc. | President & CEO | Jan 2023 – Oct 2023 | Company later merged into Immunome |
External Roles
| Company | Role | Tenure/Status | Notes |
|---|---|---|---|
| Immunome, Inc. (Nasdaq: IMNM) | President, CEO & Chairman | Oct 2023 – Present | Current operating role |
| Tourmaline Bio, Inc. (Nasdaq: TRML) | Director | Current | Public company directorship |
| Nurix Therapeutics, Inc. (Nasdaq: NRIX) | Director | Jun 2021 – May 2022 | Prior public company board |
| Ultragenyx Pharmaceutical Inc. (Nasdaq: RARE) | Director | Feb 2014 – Jun 2021 | Prior public company board |
| Alder BioPharmaceuticals, Inc. | Director | 2006 – Oct 2019 | Prior public company board |
Board Governance
- Board class and independence: Class III director; Board has determined Dr. Siegall is independent under Nasdaq rules (all directors except the CEO are independent) .
- Committee assignments: Member, Compensation Committee (no chair role) .
- Committee activity: 2024 meetings – Audit (6), Compensation (4), Nominating & Corporate Governance (5) .
- Attendance: Board met 8 times in 2024; each then-serving director attended at least 75% of aggregate Board and applicable committee meetings; six directors attended the 2024 annual meeting .
- Board leadership: Independent Chairman (Dr. George Golumbeski); independent directors meet in executive session at every regular Board meeting .
- Time commitment policy: Directors are expected to limit other boards to avoid interference with STTK duties; the Nominating & Corporate Governance Committee monitors adherence .
- Compensation committee advisor: Aon engaged in 2024; committee determined advisor independence and no conflicts under Nasdaq/SEC rules .
- Compensation committee interlocks: None during the prior three years (general disclosure) .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) |
|---|---|
| 2024 | 35,627 |
Note: Dr. Siegall joined the Board in March 2024; fees reflect partial-year service .
Performance Compensation
| Grant Type | Grant Date | Shares Granted | Exercise Price | Grant Date Fair Value ($) | Notes |
|---|---|---|---|---|---|
| Initial Stock Option (on joining Board) | Mar 6, 2024 | 33,409 | $9.47 | 250,000 | Initial non-employee director grant (Drs. Sasser and Siegall) |
| Annual Non-Employee Director Option | Jun 21, 2024 | 27,700 | $4.37 | 94,734 | Annual director equity award (options) |
| Option Awards (aggregate, 2024 compensation table) | 2024 | — | — | 344,734 | Accounting grant-date fair value (ASC 718) |
Other Directorships & Interlocks
| Company | Role | Exchange/Ticker | Committee Roles (if disclosed) |
|---|---|---|---|
| Immunome, Inc. | President, CEO & Chairman | Nasdaq: IMNM | Not disclosed |
| Tourmaline Bio, Inc. | Director | Nasdaq: TRML | Not disclosed |
| Nurix Therapeutics, Inc. | Director (prior) | Nasdaq: NRIX | Not disclosed |
| Ultragenyx Pharmaceutical Inc. | Director (prior) | Nasdaq: RARE | Not disclosed |
| Alder BioPharmaceuticals, Inc. | Director (prior) | — | Not disclosed |
No specific related-party transactions involving Dr. Siegall are disclosed in the proxy; the Board’s independence review discussed an ordinary-course vendor relationship tied to another director (Tempus AI), not Dr. Siegall .
Expertise & Qualifications
- Extensive experience leading biotechnology companies (CEO/Chairman roles) and significant public company board service .
- Education: B.S. in Zoology (University of Maryland); Ph.D. in Genetics (George Washington University) .
- Board qualification narrative notes leadership and biotech domain expertise as reasons for nomination .
Equity Ownership
| Metric | Detail |
|---|---|
| Shares Beneficially Owned (as of Apr 1, 2025) | 11,137; less than 1% of outstanding |
| Shares Outstanding reference point | 47,899,240 (basis for percentage table) |
| Stock Options Held (as of Dec 31, 2024) | 61,109 options |
Beneficial ownership includes shares with voting/investment power and those acquirable within 60 days under SEC rules .
STTK prohibits directors from short sales, trading in puts/calls, and hedging transactions in company securities (anti-hedging policy) .
Governance Assessment
- Board effectiveness and alignment: Seat on Compensation Committee plus significant biotech leadership background supports strategic human capital oversight; independence affirmed by the Board .
- Engagement/attendance: Board held 8 meetings in 2024; all directors met the 75% attendance threshold; independent chair and regular executive sessions bolster oversight quality .
- Pay-for-performance alignment: 2024 director pay heavily equity-oriented (option awards $344,734 vs. cash $35,627), plus initial and annual option grants, signaling alignment with long-term shareholder value; ASC 718 accounting values disclosed .
- Conflicts/related-party exposure: No related-person transactions disclosed for Dr. Siegall; the related-person policy requires Audit Committee review and approval of any such transactions; committee independence maintained .
- Time-commitment/overboarding considerations: Dr. Siegall is an active CEO/Chairman at Immunome and sits on another public board (Tourmaline). STTK’s governance guidelines require directors to limit other boards; the Nominating & Corporate Governance Committee monitors compliance .
- Compensation governance: Compensation Committee retained an independent consultant (Aon) with no conflicts in 2024; no compensation committee interlocks disclosed, supporting governance quality around pay decisions .
RED FLAGS (none disclosed):
- No disclosed related-party transactions, option repricings, hedging/pledging exceptions, or low attendance issues for Dr. Siegall in the proxy .