Neil Gibson
About Neil Gibson
Neil Gibson, Ph.D., is an independent Class II director of Shattuck Labs (STTK), serving on the Board since November 2016. He is age 69 (as of May 21, 2025), chairs the Nominating & Corporate Governance Committee, and is a member of the Audit Committee. He holds a B.Sc. in Pharmacy from the University of Strathclyde and a Ph.D. from the University of Aston, with deep technical expertise in oncology drug discovery and development .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| COI Pharmaceuticals | Senior Vice President | Oct 2016 – Dec 2021 | Accelerator leadership across novel drug discovery ventures |
| Adanate (COI company) | President & CEO | 2017 – Nov 2021 | Early-stage biotech leadership |
| PDI Therapeutics (COI company) | President & CEO | 2017 – Jun 2020 | Company building in immuno-oncology |
| BioAtla (Nasdaq: BCAB) | Senior Vice President | 2015 – 2016 | Biologics R&D leadership |
| Regulus Therapeutics (Nasdaq: RGLS) | Chief Scientific Officer | 2011 – 2015 | RNA therapeutics pipeline leadership |
| Pfizer Oncology | CSO & Oncology Therapeutic Area Head; member, Oncology BU Executive Team | 2007 – 2011 | Oncology portfolio leadership and BU strategy |
| OSI Pharmaceuticals | Chief Scientific Officer | 2000 – 2007 | Oncology discovery/development leadership |
External Roles
| Organization | Role | Tenure | Public/Private |
|---|---|---|---|
| TCR2 Therapeutics (Nasdaq: TCRR) | Director | Since 2017 | Public |
| Causeway Therapeutics | Director | Since 2017 | Private/Clinical-stage |
| Adanate, Inc. | Director | Since 2022 | Private |
| Instil Bio (Nasdaq: TIL) | Director | Since Jun 2020 | Public |
| Cullinan MICA | Director (prior) | 2020 – 2022 | Private/biotech (prior) |
| CytoSen Therapeutics | Director (prior) | 2016 – 2019 | Private/biopharma (prior) |
Board Governance
- Independence: The Board determined all non-employee directors, including Dr. Gibson, are independent under Nasdaq rules (CEO excepted) .
- Committee assignments (2024):
- Nominating & Corporate Governance Committee: Chair (5 meetings in 2024) .
- Audit Committee: Member (6 meetings in 2024) .
- Board structure: Independent Chair (Dr. Golumbeski) separate from CEO; independent directors meet in executive session at every regular Board meeting .
- Attendance and engagement: The Board met 8 times in 2024; each director then serving attended at least 75% of Board and applicable committee meetings .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Audit | Member | 6 |
| Compensation | — | 4 (not a member) |
| Nominating & Corporate Governance | Chair | 5 |
Fixed Compensation
Policy (as of June 21, 2024) for non-employee directors: $40,000 annual board retainer; Audit member $7,500; Nominating Chair $8,000; paid quarterly. Chairman retainer $72,500; other committee retainers per policy below .
| Year | Cash Fees ($) | Notes |
|---|---|---|
| 2024 | 55,500 | Total consistent with Board retainer plus Audit member and Nominating Chair retainers under policy |
| 2023 | 55,500 | Prior policy effective May 2023 with same board and committee retainer levels |
Performance Compensation
Non-employee director equity is delivered as stock options (annual award) with one-year cliff vest; new directors may receive an initial one-time grant (not applicable to Dr. Gibson in 2024) .
| Grant Date | Award Type | Shares/Options | Exercise Price | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Jun 21, 2024 | Annual stock option | 27,700 | $4.37 | $94,734 | Vests on first anniversary (or immediately prior to next annual meeting) |
| May 26, 2023 | Annual stock option | 40,258 | $2.72 | $80,955 | Vests on first anniversary |
Director compensation program cap: Total cash plus equity (grant-date value) per director not to exceed $750,000 per fiscal year .
Other Directorships & Interlocks
- Current public company directorships: TCR2 Therapeutics (TCRR), Instil Bio (TIL) .
- Compensation Committee interlocks: Company disclosed there were no compensation committee interlocks or insider participation in the prior three years (company-wide) .
- Related-party transactions: No related-party transactions disclosed involving Dr. Gibson. Company-level related-party transaction with Redmile (director Michael Lee’s firm) in December 2023; Board maintains a related-person transaction policy overseen by the Audit Committee .
Expertise & Qualifications
- Deep oncology R&D and portfolio leadership from OSI, Pfizer Oncology, Regulus, BioAtla; executive/CEO roles in early-stage biotechs; broad boardroom experience across multiple therapeutics platforms .
- Education: B.Sc. in Pharmacy (University of Strathclyde); Ph.D. (University of Aston) .
Equity Ownership
| Metric (as of April 1, 2025 unless noted) | Amount |
|---|---|
| Shares beneficially owned (total) | 196,206; <1% of outstanding |
| Breakdown: Common shares | 52,745 |
| Breakdown: Options exercisable within 60 days | 143,461 |
| Aggregate option awards held (as of 12/31/2024) | 171,161 options |
Policy signals on alignment and risk:
- Insider trading policy prohibits short-term trading, short sales, options/derivatives trading, and hedging by directors, officers, employees, and consultants .
- Section 16 compliance: Company reported certain late Form 4s for some officers in 2024; Dr. Gibson not cited in the delinquency disclosure .
Governance Assessment
- Board effectiveness and independence: Dr. Gibson is an independent director with long tenure (since 2016), chairs a key governance committee, and serves on the Audit Committee—positions that enhance oversight of nominations, governance, and financial reporting. Attendance met or exceeded the 75% threshold alongside active committee schedules in 2024 .
- Compensation and alignment: 2024 compensation for Dr. Gibson was primarily equity-based (cash $55.5k vs. option grant-date value $94.7k), aligning director interests with shareholders; equity grants vest after one year, reinforcing near-term alignment and retention .
- Ownership: Beneficial ownership is modest (<1%); however, a meaningful number of options are vested/exercisable, providing market-aligned incentives. No pledging or related-party exposure disclosed for Dr. Gibson .
- Conflicts and red flags: No personal related-party transactions disclosed; independence affirmed. Company policies prohibit hedging and govern related-party reviews through the Audit Committee. A Redmile financing was disclosed at the company level; monitoring for information flows is prudent given cross-firm relationships, but no issues are attributed to Dr. Gibson in filings .
Watch items: Maintain oversight on potential industry overlap given Dr. Gibson’s external biotech board roles; continue to monitor any future related-party transactions and committee independence attestations.