ORIC PHARMACEUTICALS INC (ORIC)
Sector: Health Care
2026 Annual Meeting Analysis
ORIC PHARMACEUTICALS INC · Meeting: June 18, 2026
Directors FOR
2
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Class III Directors
Dr. Chacko has served as CEO and director since 2018 and ORIC's 3-year stock return of +79.4% outpaces the biotech benchmark XBI — SPDR S&P Biotech ETF (which returned +60.7% over the same period) by +18.7 percentage points, well below the 65-point threshold required to trigger a vote against under the strong-positive TSR tier, so no performance concern arises; no overboarding, attendance, independence, or familial relationship issues were identified.
Ms. Dier has served as a director since February 2020 and brings extensive biotech finance and CFO experience; ORIC's 3-year return of +79.4% outperforms XBI — SPDR S&P Biotech ETF by +18.7 percentage points, far short of the 65-point underperformance threshold needed to trigger a vote against, and no overboarding, attendance, independence, or familial relationship concerns were identified.
Both Class III nominees pass all policy screens. ORIC's 3-year stock return of +79.4% outperforms the XBI — SPDR S&P Biotech ETF benchmark by +18.7 percentage points, which does not come close to the 65-point threshold required to trigger a vote against directors under the strong-positive TSR tier. All directors attended at least 75% of board and committee meetings in 2025, no director is overboarded, and there are no familial relationships or independence concerns.
Say on Pay
✓ FORCEO
Jacob M. Chacko, M.D.
Total Comp
$5,567,164
Prior Support
N/A
This is the first year ORIC has included a Say on Pay vote, so there is no prior-year result to consider. The CEO's total compensation of $5,567,164 is consistent with market expectations for a CEO at a clinical-stage biotech company with a market cap of approximately $1.1 billion. Pay mix is heavily weighted toward variable compensation — salary of $657,500 represents only about 12% of total pay, with the remainder in equity awards and a performance-based cash bonus, well exceeding the 50-60% variable pay threshold required by policy. The 2025 bonus plan was funded at 120% of target based on measurable clinical and corporate milestones, and ORIC's stock outperformed the XBI — SPDR S&P Biotech ETF benchmark over the past year (+27.8 percentage points), supporting the conclusion that above-target incentive pay was aligned with shareholder outcomes. The company also discloses a clawback policy consistent with post-Dodd-Frank requirements.
Auditor Ratification
✓ FORAuditor
KPMG LLP
Tenure
8 yrs
Audit Fees
$772,939
Non-Audit Fees
$114,780
KPMG has served as ORIC's auditor since 2018, giving it approximately 8 years of tenure — well below the 25-year threshold that would trigger concern. Non-audit fees (tax fees of $113,000 plus other fees of $1,780 totaling $114,780) represent approximately 14.8% of audit fees of $772,939, comfortably below the 50% threshold that would raise independence concerns. KPMG is a Big 4 firm appropriate for a company of ORIC's size. No material restatements were identified.
Overall Assessment
ORIC's 2026 annual meeting presents a clean ballot with no significant governance concerns. Both director nominees and the auditor ratification pass all policy screens, and the inaugural Say on Pay vote reflects a well-structured compensation program with strong pay-for-performance alignment evidenced by ORIC's stock outperforming the XBI — SPDR S&P Biotech ETF benchmark by nearly 28 percentage points over the past year.