Kanishka Pothula
About Kanishka Pothula
Independent Class II director at Tango Therapeutics since November 2023; age 40. Managing Partner at Nextech Ventures (US), an affiliate of Nextech Invest; previously eleven years at BVF Partners culminating as Managing Partner. Education: M.S. in Biotechnology (Georgetown University) and B.S. in Bioengineering (UC San Diego). Board determined he is independent under Nasdaq and SEC rules; his current Class II term runs until the 2026 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BVF Partners | Various roles → Managing Partner | ~11 years, ending prior to Mar 2023 | Biotechnology-focused hedge fund investing; capital markets expertise |
| Nextech Ventures (US), affiliate of Nextech Invest | Managing Partner | Since Mar 2023 | Venture investing; oncology/biotech domain; informs capital allocation perspectives |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Nextech Ventures (US) | Managing Partner | Since Mar 2023 | Affiliate of Nextech Invest, a 5% Tango shareholder (5,533,980 shares, 5.1%) . |
| Public company directorships | None disclosed | — | No other public boards reported in proxy . |
Board Governance
| Attribute | Detail |
|---|---|
| Board class/term | Class II director; term through 2026 annual meeting . |
| Independence | Board determined all directors except CEO are independent; Pothula is independent . |
| Committees | Audit Committee (member); Nominating & Corporate Governance Committee (member) . |
| Committee chairs | Audit: Lesley Ann Calhoun (chair); Nom/Gov: Mace Rothenberg (chair) . |
| Meeting attendance (2024) | Board held 4 meetings; all directors attended ≥75% of board/committee meetings . |
| Audit Committee activities | 4 meetings; oversight includes financial reporting, risk, related-party transactions; 2024 audit committee report signed by Calhoun (Chair) and Pothula . |
| ESG oversight | Nominating & Corporate Governance oversees ESG programs/policies . |
Fixed Compensation
| Component | Policy | 2024 Amount (Pothula) |
|---|---|---|
| Annual cash retainer (director) | $40,000 | $0 (waived) . |
| Committee chair fees | Audit $15,000; Comp $12,000; Nom/Gov $10,000 | $0 (not a chair; waived) . |
| Committee member fees | Audit $7,500; Comp $6,000; Nom/Gov $5,000 (some increased in May 2024) | $0 (waived) . |
| Meeting fees | None disclosed | — |
| 2024 cash paid (table) | — | $0 . |
Performance Compensation
Directors do not receive performance-based cash bonuses; equity grants follow time-based vesting under the non-employee director policy. Pothula waived equity awards in 2024.
| Equity Component | Grant Size | Vesting | Change-in-Control |
|---|---|---|---|
| Initial grant (upon appointment) | Stock option 60,000; RSU 10,000 | Options: 36 monthly installments over 3 years; RSUs: 3 equal annual installments over 3 years (dates set by committee) . | All unvested options/RSUs vest in full on change-in-control . |
| Annual grant (at annual meeting) | Option 37,500; RSU 6,250; pro-rated if elected in prior 12 months | Option: 12 monthly installments over 1 year; RSU: vests fully by first anniversary or next annual meeting . | Full acceleration on change-in-control . |
| 2024 grants to Pothula | Waived; no stock awards or options granted . | — | — |
Other Directorships & Interlocks
| Entity | Nature | Details | Governance Handling |
|---|---|---|---|
| Nextech Invest (5% holder) | Shareholder interlock | Nextech Invest holds 5,533,980 shares (5.1%); Pothula is Managing Partner at Nextech Ventures (US), an affiliate . | Independence affirmed by board under Nasdaq rules . |
| Sesame Therapeutics, Inc. | Related-party transaction | June 2024 license: $100,000 upfront; up to $25.9M milestones; low single-digit tiered royalties. Related party because Weber and Borisy are directors/equityholders in Sesame, and Nextech (affiliated with Pothula and Borisy) holds equity in Sesame. Two of three audit committee members had material interests; full board (non-interested members) approved . | |
| Revolution Medicines, Inc. | Related-party collaboration | Nov 2024 clinical collaboration and supply agreement; non-exclusive; RevMed supplies RAS inhibitors at no cost; Tango sponsors trials. Approved by non-interested audit committee members due to common relationships among management/boards . |
Expertise & Qualifications
| Category | Detail |
|---|---|
| Education | M.S. Biotechnology (Georgetown University); B.S. Bioengineering (UC San Diego) . |
| Technical/industry expertise | Finance and life sciences investing; biotech capital markets . |
| Board qualifications | Audit and governance committee service; independence affirmed . |
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Kanishka Pothula (individual) | 0 | 0% | Waived all cash/equity compensation; no options/RSUs outstanding at YE2024 . |
| Options/RSUs (individual) | 0 / 0 | — | No director equity grants in 2024 due to waiver . |
| Pledging/hedging | Not disclosed; policy prohibits short sales and derivative transactions; emphasizes risks of pledging/margin . |
Governance Assessment
- Committee assignments and engagement: Active on Audit and Nominating & Corporate Governance; signed 2024 Audit Committee report; board/committee attendance met ≥75% threshold, indicating baseline engagement .
- Independence vs interlocks: Board affirms independence; however, affiliation with Nextech Invest (a 5% holder) and involvement in a related-party transaction (Sesame Therapeutics) introduce potential conflict vectors; mitigation occurred via recusal and approval by non-interested directors/full board, which is good process discipline .
- Compensation and alignment: Strong signal—waived both cash retainers and equity awards in 2024, reducing pay-related concerns. Counterpoint: zero personal share ownership reduces “skin-in-the-game” alignment; influence may instead be expressed via Nextech’s shareholder stake (not personal) .
- RED FLAGS: Related-party exposure through Nextech/Sesame transaction; audit committee had two of three members with material interests, requiring escalation to full board—appropriate handling, but remains a monitoring point for future transactions .
- Structural safeguards: Written related-party transaction policy and audit committee review process; indemnification agreements standard; change-in-control full acceleration for non-employee directors embedded in policy (common in biotech) .
Implications: Investors should monitor future transactions involving Nextech-affiliated entities and ensure continued use of non-interested approvals. The compensation waiver is a positive governance signal, but the lack of personal share ownership tempers alignment; ongoing board attendance and committee work appear adequate to support effectiveness .
