Matthew Foehr
About Matthew W. Foehr
Matthew W. Foehr (age 52) has served on Viking Therapeutics’ board since May 2014. He is an independent director under Nasdaq rules, with 25+ years of operating experience across pharma R&D, manufacturing, and integration. He holds a BS in Biology from Santa Clara University and currently serves as President & CEO and a director of OmniAb, Inc. (since November 2022) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ligand Pharmaceuticals | President & COO; EVP & COO | Feb 2015–Nov 2022; Apr 2011–Feb 2015 | Led global operations; licensing; R&D programs |
| GSK (Stiefel division) | VP & Head Consumer Dermatology R&D; Acting CSO Dermatology | Mar 2010–Apr 2011 | Led R&D integration post GSK’s $3.6B Stiefel acquisition |
| Stiefel Laboratories | SVP Global R&D Ops; SVP Product Dev & Support; VP Global Supply Chain Technical Services | Jan 2007–Mar 2010 | R&D and supply chain leadership |
| Connetics Corporation | Senior roles incl. SVP Technical Operations; VP Manufacturing | Prior to 2007 | Manufacturing leadership |
| LXR Biotechnology; Berlex Biosciences | Process sciences/manufacturing | Early career | Technical/operations roles |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| OmniAb, Inc. | President & CEO; Director | Since Nov 2022 | Public company CEO/Director |
| Ritter Pharmaceuticals (now Qualigen Therapeutics) | Director | Feb 2015–May 2020 | Audit Committee member; Chair, Compensation Committee |
Board Governance
- Structure and independence:
- Independent director; Class I (term up at 2025 meeting; nominated to continue to 2028) .
- Board Chair is independent (Lawson Macartney); CEO/Chair roles are separated .
- Committees:
- No committee assignments for Foehr in 2024 (Audit: Singleton/Macartney/Rowland; Compensation: Rowland/Singleton/Macartney; Nominating: Rouan/Macartney) .
- Attendance and engagement:
- In 2024, Board met 9x; committees met Audit 4x, Compensation 5x, Nominating 2x; no director attended <75% of meetings; all directors (including Foehr) attended the 2024 annual meeting .
- Executive sessions: Independent directors meet in executive session periodically .
Fixed Compensation (Director)
| Metric | 2023 | 2024 | 2025 Policy |
|---|---|---|---|
| Annual cash retainer ($) | $38,000 | $40,000 | $50,000 |
| Committee chair fees (selected) | Audit $16,650; Comp $11,350; Nominating $9,280 (policy in effect during 2023) | Audit $20,000; Comp $15,000; Nominating $10,000 | Same as 2024 policy |
| Committee member fees | Audit $8,900; Comp $6,750; Nominating $4,900 (2023 policy) | Audit $10,000; Comp $7,500; Nominating $5,000 | Same as 2024 policy |
| Chair of Board fee ($) | $32,800 (unchanged) | $32,800 | $35,000 |
- Foehr’s reported director pay:
- 2023: $38,000 cash; $131,373 option grant value; total $169,373 .
- 2024: $40,000 cash; $393,347 option grant value; total $433,347 .
Performance Compensation (Director Equity)
| Item | 2023 | 2024 | 2025 Policy |
|---|---|---|---|
| Annual option grant (shares) | 22,000 options (vest 1-year) | 32,000 options (vest 1-year) | 18,800 options (vest 1-year) |
| Vesting terms | One-year vesting for annual grants | One-year vesting for annual grants | One-year vesting for annual grants |
| Change in control treatment | Unvested director awards vest immediately prior to change in control (under plan in effect) | Unvested director awards vest immediately prior to, and contingent on, change in control (under 2024/2025 plans) |
- Notes: Director equity is time-based stock options; no director performance metrics disclosed or applied to director equity awards .
Other Directorships & Interlocks
| Company | Interlock/Comp Committee link? | Notes |
|---|---|---|
| None disclosed for interlocks | None | Company discloses no Compensation Committee interlocks/insider participation in 2024; Foehr not on Comp Committee . |
Expertise & Qualifications
- Operations/R&D leadership across Stiefel/GSK, Ligand; manufacturing and supply chain experience (Connetics/LXR/Berlex) .
- Integration leadership (led R&D integration of Stiefel into GSK post-acquisition) .
- Education: BS Biology, Santa Clara University .
Equity Ownership
| Metric | Detail |
|---|---|
| Total beneficial ownership (Mar 15, 2025) | 301,250 shares (<1%) |
| Direct shares owned | 111,250 shares |
| Options exercisable within 60 days | 190,000 shares |
| Director option holdings (as of Dec 31, 2024) | Options to purchase an aggregate of 301,250 shares |
| Hedging/pledging policy | Hedging is prohibited; pledging requires pre-clearance (not outright banned) |
| Stock ownership guidelines | Adopted Mar 20, 2025; non-employee directors must hold ≥1x annual cash retainer by Dec 31, 2028; 50% net shares retention until met |
Insider Trades (Form 4, last 24 months)
| Transaction date | Type | Securities (qty) | Price | Post-transaction ownership | Source (SEC) |
|---|---|---|---|---|---|
| 2025-04-11 | Option exercise (M-Exempt): acquired common; corresponding option disposition | +20,786 common; -20,786 options | $8.00 | 132,036 shares (post) | |
| 2025-01-02 | Annual director option grant | +18,800 options | $41.12 | 18,800 options (grant) | |
| 2024-01-02 | Annual director option grant | +32,000 options | $18.28 | 32,000 options (grant) |
- Observations: Pattern consistent with annual non-employee director option awards; one small 2025 in-the-money option exercise at $8 strike; no open-market purchases/sales disclosed in this period (director level) [links above].
Governance Assessment
- Strengths
- Independence: Board class structure; independent Chair; Foehr is independent .
- Attendance/engagement: No director <75% attendance; all directors attended 2024 annual meeting .
- Pay alignment and structure: Director pay is modest retainer plus equity; stock ownership guidelines adopted in 2025 to reinforce alignment by 2028 .
- No related-party transactions since Jan 1, 2024 .
- Company-wide governance signals: Strong 2024 Say-on-Pay support (93.34% approval for 2023 exec comp) .
- Watch items
- Pledging allowed with pre-clearance (not outright banned); no pledges disclosed for Foehr, but policy framework permits it subject to approval .
- No current committee assignments for Foehr limits direct influence over audit/comp/nom-gov processes; nevertheless, overall board independence remains strong .
Director Compensation – Year-over-Year Mix (Signal Analysis)
| Component | 2023 | 2024 | Commentary |
|---|---|---|---|
| Cash retainer | $38,000 | $40,000 | Policy increased base cash in 2024; 2025 moves to $50,000 |
| Equity (options) | 22,000 options; grant value $131,373 | 32,000 options; grant value $393,347 | Step-up in annual grant size and fair value in 2024; 2025 policy reduces grant size to 18,800 options (likely normalizing post-2024 share price volatility) |
Other Notes (Policies)
- Hedging prohibited; pledging allowed with pre-clearance .
- Director equity vests after one year; unvested awards accelerate immediately prior to change in control under the director compensation plan terms .
Appendix: Board/Committee Snapshot (for context)
| Committee | Members | Chair |
|---|---|---|
| Audit | Singleton; Macartney; Rowland | Singleton |
| Compensation | Rowland; Singleton; Macartney | Rowland |
| Nominating & Corporate Governance | Rouan; Macartney | Rouan |
- Foehr: no committee roles as of 2024 .
Related-Party & Conflicts
- The company reports no related-party transactions since Jan 1, 2024 (Item 404) and no Compensation Committee interlocks; nothing specific to Foehr reported .
Summary
- Overall, Foehr brings deep operating and R&D integration experience, maintains independence, had solid attendance/engagement, and aligns via equity and new ownership guidelines. No red flags surfaced on related-party dealings or insider sales; one modest option exercise was reported. Governance quality signals are positive, with minor watch item on pledging policy framework .