Karyopharm Therapeutics Mismanagement
Destruction $415 Stock Down To $0.60
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KARYOPHARM THERAPEUTICS: APPROXIMATELY 99.9% STOCK-PRICE COLLAPSE WHILE MANAGEMENT WAS PAID MILLIONS AND CONTINUED TO IGNORE INVESTOR DEMAND FOR FINANCIAL DISCIPLINE
KARYOPHARM THERAPEUTICS: APPROXIMATELY 99.9% STOCK-PRICE COLLAPSE WHILE MANAGEMENT WAS PAID MILLIONS AND CONTINUED TO IGNORE INVESTOR DEMAND FOR FINANCIAL DISCIPLINE
Gross mismanagement. A wasteful, vacation-club like culture. No financial discipline. No sense of fiduciary duty, responsibility, accountability by the Board and CEO. A “FUCK YOU” attitude towards shareholders for years as they paid millions to themselves and even gave away large 6-figure donations while booking hundreds of millions in losses. Dream CEO & Board for Short sellers. A Dream CEO & Board for Short sellers.
Under Richard Paulson’s tenure as a director and then CEO, Karyopharm Therapeutics’ stock price collapsed approximately 99.86%. That figure compares KPTI’s March 2, 2020 closing price of $27.72 before the 1-for-15 reverse stock split ($415.80 split-adjusted) with its October 8, 2026 intraday low of $0.60 after the split. In our view, the central reason for this devastation was years of gross mismanagement: excessive and unsustainable spending, abysmal financial discipline, repeated delays, costly financing, and a board that continued to enable an ineffective CEO. While shareholders lost nearly everything, executives collected millions in compensation and directors continued to be paid. The board must answer for that contrast. The SEC-derived compensation review covering fiscal years 2020 through 2025 records approximately $23.41 million in reported compensation for Paulson and $7.19 million across seven non-employee directors who appeared in the 2025 director compensation disclosure. These values include grant-date equity-award accounting amounts, and the service periods vary by director. [11] [12]
I and other investors repeatedly warned Karyopharm’s leadership and directors about the unsustainable cost structure, dwindling runway, dilution, leadership failures, and the need for urgent discipline. In our assessment, those warnings were ignored. Richard Paulson and the board allowed what I have long called the Karyopharm “vacation club” to continue: trips I considered unnecessary, costly perks, catered meals, events, grants, and substantial charitable giving despite ongoing losses. In our opinion, Paulson ran Karyopharm like a fucking vacation club, with seemingly no regard for cash runway, shareholder value, the bottom line, or financial discipline. The Board bears every bit as much responsibility for allowing the culture to continue. Shareholders paid for it; insiders were compensated; shareholder value was destroyed. Incompetent or compromised? That is a question shareholders deserve to have answered through a documented, independent examination of the decisions made under Paulson and the Board.
They spent like drunken sailors until the shit hit the fan. They spoke of “financial discipline” only after years of failing, in our assessment, to impose it. By September 2026, the company was disclosing missed debt payments, a short cash runway, and a creditor arrangement involving $20 million in fees satisfied through convertible preferred shares. That arrangement threatens existing owners with further substantial dilution at a moment when the company desperately needs the financial capacity to pursue a potentially transformative myelofibrosis regulatory decision. [7] [9] The compensation record sharpens the contrast: $30.60 million in cumulative FY2020–FY2025 SEC-reported compensation values for Paulson and the seven directors identified in the 2025 director table, while the stock suffered its catastrophic long-term collapse. [11] [12]
Richard Paulson became president and CEO in May 2021 after serving on Karyopharm’s board since February 2020. He had never, according to the career history disclosed by the company, led an entire independent publicly traded company as CEO before Karyopharm. [1] He inherited an already expensive corporate culture, failed to transform it, and presided over a collapse in the company’s share value. That is the record on which I judge his competence, suitability, and performance. The directors knew him before appointing him and continued supporting him despite years of shareholder losses.
The compensation record quantifies the imbalance. Karyopharm’s annual proxy disclosures show $61,037,952 in aggregate named-executive Summary Compensation Table totals for FY2021–FY2025. Seven non-employee directors covered by the existing compensation table recorded another $7,185,840 for FY2020–FY2025. These are distinct groups and periods, and the reported amounts include the accounting values of equity awards. In our view, the contrast with the approximately 99.9% collapse in KPTI is damning. [27]
The August 2026 company disclosures exposed a debt payment due within weeks and only a short expected operating runway. The board had also approved substantial executive cash-retention awards in July. I regard this sequence as a stark example of how financial pressure on the company and continuing executive rewards coexisted. The separate figures and award conditions are documented in the cited filings; any allegation of unlawful compensation would require its own evidence and legal analysis. [4] [24]
The disclosed financial record makes the scale of the failure impossible to ignore. From 2021 through 2025, Karyopharm recorded about $558.6 million in XPOVIO product revenue, about $1.359 billion in R&D plus SG&A expenditure and about $552.2 million in cash used in operations. During the first half of 2026 alone, it used another $47.7 million of operating cash. The indictment is the sustained mismatch between the cost structure, the revenue base and the company’s capacity to finance survival on tolerable terms. [13]
The common-share count also tells the story: approximately 5.05 million shares at year-end 2021 on a 1-for-15 reverse-split-adjusted basis; 18.31 million at year-end 2025; and 22.68 million at 30 June 2026. That is an approximately 349% increase in shares outstanding from the 2021 baseline, before the additional convertible and warrant exposure. Shareholder capital was diluted repeatedly while the stock price collapsed. [13]
FINANCIAL ACCOUNTABILITY AT A GLANCE: CASH, FINANCING AND DILUTION
FINANCIAL ACCOUNTABILITY AT A GLANCE: CASH, FINANCING AND DILUTION
The annual cash-flow record makes the prolonged financial imbalance concrete. The table distinguishes product sales and R&D/SG&A expense from cash actually used in operations, and traces the year-end share count on a consistent split-adjusted basis. It does not classify all clinical research expenditure as waste. [13] [47]
2021
Product sales: $98.4m · R&D + SG&A: $304.7m · Operating cash used: $107.1m · Shares outstanding: 5.05m
2022
Product sales: $120.4m · R&D + SG&A: $294.1m · Operating cash used: $149.6m · Shares outstanding: 7.55m
2023
Product sales: $112.0m · R&D + SG&A: $270.6m · Operating cash used: $92.7m · Shares outstanding: 7.66m
2024
Product sales: $112.8m · R&D + SG&A: $258.7m · Operating cash used: $127.5m · Shares outstanding: 8.41m
2025
Product sales: $114.9m · R&D + SG&A: $230.8m · Operating cash used: $75.4m · Shares outstanding: 18.31m
H1 2026
Product sales: $59.9m · R&D + SG&A: $115.4m · Operating cash used: $47.7m · Shares outstanding: 22.68m
All share figures are normalized to the post–1-for-15-reverse-split basis; H1 2026 shares are as of June 30. Operating cash used means net operating outflows after operating inflows, and is distinct from accounting net losses. The company also reported $340.2 million in net cash from financing activities over 2021–2025, plus $48.9 million in H1 2026. Those amounts include different financing structures and cannot be treated as cash raised solely through common-share issuance. [47] Full underlying tables, compensation comparisons, dated warnings and source references appear in Appendix A of this article.
Consider the contrast: Paulson’s SEC-reported FY2021–FY2025 executive compensation totaled $22.28 million; reported compensation for outside directors across changing annual board rosters totaled approximately $5.93 million over those same years, with 2021 adjusted to avoid double counting Paulson’s embedded director-fee amount. These totals include grant-date accounting values for equity awards, not just cash take-home. In our view, the board owes shareholders a year-by-year explanation of how pay decisions, spending approvals and repeated financing choices were evaluated against the financial results shown above. [27] [47]
The correspondence supplies a far stronger record of the years of warning. On 31 March 2021, Karyopharm investor-relations executive Ian Karp confirmed in writing that management and the board had received my urgent letter. Director Garen Bohlin separately said he received all three versions and forwarded them to lead independent director Barry Greene. This was years before the 2026 cash crisis. These records make it impossible to dismiss the concerns as hindsight invented after the stock collapsed. [34] [35]
1. THE CENTRAL PROBLEM: A COMPANY RUN LIKE A VACATION CLUB
1. THE CENTRAL PROBLEM: A COMPANY RUN LIKE A VACATION CLUB
The phrase “vacation club” has appeared throughout my contemporaneous commentary because it captures the corporate priorities that I believe contributed to Karyopharm's deterioration. A culture built around convenience, generous perks, events, travel, catered meals, employee benefits, grants, donations, and self-congratulation operated alongside persistent financial losses and a deteriorating share price. My objection is to the cost structure, management priorities, and their consequences for the company and its owners.
A publicly traded biotechnology company needs its cash to support science, clinical trials, regulatory work, commercial execution, and corporate survival. Cash runway is a strategic resource. Every dollar spent on an activity with little demonstrable business value comes at the expense of the company's ability to pursue its programs or negotiate from a position of strength. That becomes especially serious when a business repeatedly borrows, issues shares, or raises capital on punishing terms.
In our assessment, Karyopharm became far too comfortable with overhead and discretionary spending that its financial condition could never sustain. Management had years to address the problem; the board had years to insist upon change. As the company’s shares lost approximately 99.9% of their value, the machinery of executive pay, directors’ compensation, and repeated fundraising continued. Creating shareholder value never seemed to be the controlling priority.
The spending was outrageous. A responsible board should be able to show, with actual financial records, how much was spent on discretionary benefits, travel, conferences, catered meals, events, sponsorships, donations and grants; who approved these expenditures; and what they achieved for shareholders. I have been demanding that explanation for years.
A PERSONAL EXAMPLE OF REAL FINANCIAL DISCIPLINE
A PERSONAL EXAMPLE OF REAL FINANCIAL DISCIPLINE
I have worked in companies where financial discipline was part of the culture set by the CEO. At FileNet, an industry leader, management once decided to skip the industry's biggest trade show to save money. I still remember that decision. Strong leadership makes those choices before a cash crisis forces them. Corporate culture begins at the top, and the people in charge are responsible for what it costs. [23]
That experience is part of why I regard the Karyopharm vacation-club culture as outrageous. In our view, Richard Paulson inherited an expensive organization, retained its spending habits, and failed to create the discipline the business needed. The board had the power to insist on a different course. Shareholders paid for the consequences. [23]
THE EXPENSE RECORD — THE VACATION CLUB HAD A FINANCIAL BILL
THE EXPENSE RECORD — THE VACATION CLUB HAD A FINANCIAL BILL
Karyopharm’s own annual reports provide this summary. Amounts in USD millions; the 2026 line is six months only. The R&D column is essential context because developing cancer therapies is costly. My criticism is directed at years of unsustainable aggregate expenditure, poor allocation decisions, failed urgency and the resulting damage to shareholders. [13]
2021
XPOVIO product sales: $98.4m · R&D + SG&A: $304.7m
2022
XPOVIO product sales: $120.4m · R&D + SG&A: $294.1m
2023
XPOVIO product sales: $112.0m · R&D + SG&A: $270.6m
2024
XPOVIO product sales: $112.8m · R&D + SG&A: $258.7m
2025
XPOVIO product sales: $114.9m · R&D + SG&A: $230.8m
First half 2026
XPOVIO product sales: $59.9m · R&D + SG&A: $115.4m
The company did announce material cost-cutting actions, including reductions of roughly 20% of the workforce in August 2023 and again in July 2025. Operating expenses also declined from their earlier levels. Those cuts came during years of significant losses and, in the end, did not prevent the September 2026 default. In my judgment, they were too little, too late. [13]
Karyopharm did make reductions, and its own account deserves to be recorded. On 15 August 2024, investor-relations executive Elhan Webb quoted the company's Q2 webcast statement that it had reduced its 'budgeted head count by approximately 30%' since the beginning of 2023. That was a reduction in budgeted headcount, not independent proof of a 30% fall in actual employees. The same message said management expected 2025 operating expenses to decline as cost-saving initiatives took effect. These measures were real statements of intended discipline. In our view, they were too late or insufficient to solve the underlying financial problem. [53]
THE CULTURE HAD A COST, AND MANAGEMENT KNEW THE CLOCK WAS RUNNING
THE CULTURE HAD A COST, AND MANAGEMENT KNEW THE CLOCK WAS RUNNING
In my contemporaneous writings, I repeatedly returned to the same premise: there would eventually be a point at which another financing could not be obtained on acceptable terms, regardless of the clinical science. My criticism is that Paulson and the board had years of warning signs and years of opportunities to build a leaner company before that point. They maintained the vacation-club spending culture and continued relying on investors and lenders to finance it. [22]
2. YEARS OF WARNINGS: INVESTORS SAW THE PROBLEM COMING
2. YEARS OF WARNINGS: INVESTORS SAW THE PROBLEM COMING
The board had repeated notice of investor concern. I wrote to the company and directors over a period of years criticizing the unsustainable cost structure, warning about short runway and costly financing, questioning management’s competence, and calling for a CEO capable of turning around a distressed company. My 13 May 2025 letter was one of many direct warnings.
Other shareholders publicly voiced similar concerns about governance, repeated delays, cash burn, debt, dilution, and the collapse in investor confidence. Their dated letters and statements from 2023 onward independently corroborate that the need for urgent financial discipline was being raised years before the September 2026 liquidity crisis. Their observations and proposals are attributed to their authors; the public record and claimed delivery are assessed separately. [21]
THE DOCUMENTED PAPER TRAIL: WARNINGS REACHED MANAGEMENT AND THE BOARD IN 2021
THE DOCUMENTED PAPER TRAIL: WARNINGS REACHED MANAGEMENT AND THE BOARD IN 2021
30 March 2021 — urgent letter to the board. Before Paulson became CEO, I sent an urgent letter calling for replacement of the executive leadership under Michael Kauffman. The letter criticized founders’ syndrome, weak commercial management, insufficient protection of shareholder value and what I saw as dangerous dependence on new shareholder funding. It called for immediate board action under the directors’ fiduciary responsibilities. Paulson was among the directors addressed: he knew the corporate history before accepting the CEO position in May 2021. The letter used my long-standing description of management treating investors like “ATM machines.” [34]
21 March 2021 — an offer to discuss the criticism. Then-CEO Michael Kauffman replied to my earlier message and offered either an in-person meeting or a Zoom call in the following week. That was a constructive response to an outspoken shareholder. I do not suggest that the offer by itself meant my recommendations were accepted or implemented. [49]
31 March 2021 — written confirmation from Karyopharm. Ian Karp wrote to me: “Our Management Team as well as our Board of Directors have received your letter.” That is a company-origin acknowledgment of the board’s receipt of the March warning. It places the letter in the company’s acknowledged information flow and makes the early warning record concrete. [35]
31 March 2021 — an independent director’s forwarding confirmation. In a separate reply, Garen Bohlin wrote that he had received all three versions of my letter and had forwarded each to Barry Greene, the lead independent director. The confirmed chain is therefore my letter, Bohlin’s receipt and reported forwarding, and Karp’s company-wide acknowledgment. These are contemporaneous written records. [35]
March 2021 — the spending problem was already obvious. In a 5 March email, Karp cited Karyopharm’s public guidance of $280–300 million in combined 2021 R&D and SG&A expenditure. I saw an organization whose overhead, capital needs and commercial execution demanded much more disciplined management. This was the financial context for the urgent board correspondence, years before the liquidity emergency of September 2026. [36]
May–August 2021 — Paulson inherited an explicit warning, then received more. When Paulson was appointed CEO, I initially welcomed the opportunity for a turnaround while urging him to dismantle the inherited culture. Karp offered to forward feedback to Paulson; Mano subsequently asked that my KPTI communications go through him and Karp. On 7 August, I sent Paulson, Bohlin, Mason and other officers a written call for overhead cuts, pay restraint and a travel freeze. A company with Karyopharm’s capital demands needed to conserve cash before its options narrowed. [37] [45]
4–5 May 2021 — I initially supported Paulson's appointment. My message began: 'I and my KPTI investor friends are very happy you’re in charge. You have exactly the right background we need.' I urged him to conduct an 'A-Z review of the company' — its processes, roles, expenses and finances — and warned that he had inherited a dysfunctional spending culture. On 5 May, Ian Karp responded to my updated message, 'I’ll pass along.' My later criticism was not predetermined hostility to Paulson; I wanted him to succeed and warned him what needed to change. [48]
9 June 2021 — I proposed concrete personnel and expense scrutiny while still encouraging the new CEO. In my email headed 'Bravo Richard!' I wrote that 'a company-wide round of job assessment / re-vetting / layoffs could be very useful' and warned: 'Cash is king and we're burning through it like wild-fire, donating to this and that charity, fun events, etc., all paid by deficit!' These were contemporaneous proposals, not hindsight manufactured after the cash crisis. [50]
April–May 2022 — the warnings became still more explicit. I raised fiduciary-duty and governance concerns with Mano. On 21 April he responded, “I am confirming receipt of your email.” In a May message addressed to Paulson, Bohlin and others, I warned that the company’s cost structure was unsustainable and that it was burning too much cash. The company was repeatedly being told to stop the cash drain while it still had choices. [38] [39]
May 2023 — the spending culture was described in concrete terms. Emails on 5, 12 and 20 May went to Paulson, CFO Mike Mason, general counsel Mano and named board members. I challenged the continuing daily catered lunches, charitable contributions, perks and what I called a “fun science lab” culture. I estimated in one email that the lunches alone could cost approximately $2.7 million annually. Why was management spending shareholder money on such benefits while the company was bleeding cash? [40]
September 2024 — a detailed cost-cutting program went to the directors. I sent further communications to Greene, Bohlin, Pakianathan, Paulson and Mano, calling for elimination or reduction of free lunches, donations, discretionary programs and unnecessary travel. I argued that a public for-profit enterprise must conserve cash to fund its essential work and that directors needed to intervene. The documented recipient fields show exactly whom I addressed; the company’s internal treatment of each message is a matter for its own records. [41]
18 March 2025 — I warned the directors again in an urgent email about cash burn and financial survival. I wrote: 'You won't be able to say you weren't warned, or you didn't know, especially given you have a fiduciary duty to know without warnings.' I demanded that my warning be forwarded to every named director. [51]
May–June 2025 — the warnings reached the survival stage. A 31 May message addressed eight named directors and copied investor relations and finance officials called for urgent action before further deterioration. A June follow-up challenged the board over shareholder losses, spending decisions and possible fiduciary consequences. By that stage the catastrophe had become visible in the stock price. Investors were still asking the same question they had raised years earlier: why was the board allowing this to continue? [41]
Other investors were warning management, too. In March 2021, another investor circulated a letter challenging the company’s direction and suggesting an acquisition or change in commercial strategy. He described sending it to Kauffman with Shacham copied. Other investors published similarly forceful warnings about spending, dilution and executive accountability. [21] [42]
The record also contains company replies. Shacham said investor notes were forwarded to her; Karp described board-contact channels and offered to pass feedback; Mano confirmed receipt of a specific fiduciary-duty warning; Elhan Webb offered meetings and explained aspects of commercial execution and financings. I retain those responses and my own early support for Paulson as part of the historical record. They show the channels existed and senior management was engaged with the subject. My conclusion about the quality of management’s subsequent decisions remains devastating. [35] [38] [45]
In our view, the greatest indictment is the timeline itself. The board had acknowledged warnings in 2021. I was still urging drastic reductions in 2023 and 2024. By 2025 the warnings concerned financial survival. In 2026 came missed debt payments and onerous creditor arrangements. Management kept the expensive culture going until the shit hit the fan. Shareholders were treated like ATM machines; executives and directors kept collecting compensation. The warning record demands a serious, person-by-person accounting of who knew what, and what each did with that knowledge. [7] [9] [34]–[41]
PUBLIC WARNINGS, 2023–2025: THE PROBLEM WAS FLAGGED YEARS IN ADVANCE
PUBLIC WARNINGS, 2023–2025: THE PROBLEM WAS FLAGGED YEARS IN ADVANCE
4 May 2023 — a significant shareholder to the board. Posting as u/WaitBetter4875, a shareholder published a letter addressed to the directors arguing that slow-growing product revenues could not support the R&D and SG&A spending, and calling for lower cash burn, prioritization of high-value trials, or a sale to a better-resourced owner. That shareholder described time and money as precious resources. [21]
5 May 2023 — Dr. DD’s open letter to the board. The investor known online as DoctorDueDiligence challenged the lack of urgency, accountability, runway planning, and financial discipline, questioned the delays in clinical execution, and criticized repeated dilution and executive bonuses. Dr. DD expressly asked the board to create a leaner organization and tie management rewards to shareholder-relevant results. [21]
14 May 2023 — proposed remedies before the crisis. Dr. DD followed with proposals for major cost reductions, capital-raising alternatives, and better management of the company’s clinical priorities. Investors were proposing solutions; management and the board should have engaged seriously with them. [21]
17 July 2023 — direct public address to CEO Richard Paulson. Dr. DD warned that the company needed a larger cash-reserve buffer ahead of crucial trial readouts, raised the burden of forthcoming debt and royalty payments, asked why costs had not been cut significantly, and questioned whether repeated reliance on dilution was sustainable. This warning predated the September 2026 default by more than three years. [21]
17 July 2023 — another public warning. Dr. DD called for preserving at least twelve months of financial reserves and warned about debt and royalty payments that could come due before crucial clinical readouts. Years later, exactly that danger became acute: Karyopharm needed enough money to reach its scientific opportunities. [21] [23]
15 April 2024 — public letter to chairman Barry Greene. Dr. DD returned to executive and director compensation, charitable spending, cost reductions, clinical delays, financial discipline, and new dilution proposals. He argued that the board’s response was inadequate despite earlier warnings and widening losses in shareholder value. [21]
11 February 2025 — published email to Investor Relations. A Reddit user posting as u/ThedibAgain reproduced an email addressed to Karyopharm Investor Relations, asking about contingency financing, the risk of bankruptcy, the pending clinical milestones, repeated timetable delays, and what would happen if positive results failed to lift the share price. The sender stated that the email had been sent. [21]
Evidence of direct outreach. In public comments in May 2023, Dr. DD stated that he emailed the earlier May 5 board letter directly to most directors, tagged directors on LinkedIn, and corresponded with Investor Relations; he said IR subsequently copied Mike Mano. Other commenters reported forwarding or mailing investor correspondence. These are attributed accounts of communications. Email headers, board-contact submissions, delivery records and acknowledgments should be preserved to establish which fiduciaries actually received each warning. [21]
In our assessment, management's response was years of inadequate adjustment and repeated recourse to financing. The central problem remained: an expensive operating model, a leadership team I considered ineffective, and a board that kept the same CEO in charge as conditions deteriorated. This is precisely why I have described the situation as horrible, irresponsible mismanagement.
The audit question is direct: Which written warnings reached the board, when did they arrive, and what did the directors do? Dated correspondence, company budgets, board minutes, cash forecasts, financing records, and compensation decisions should answer it. My criticism concerns years of notice followed by what I regard as years of grossly inadequate action.
2026: THE SHAREHOLDER VOTE AS AN ACCOUNTABILITY TOOL
2026: THE SHAREHOLDER VOTE AS AN ACCOUNTABILITY TOOL
In a contemporaneous draft prepared for Karyopharm's 2026 annual meeting, I called for votes against the reelection of Barry Greene and Christy Oliger, against proposed equity-plan share increases, and against the advisory approval of executive compensation. My position was that shareholders should use the ballot to protest the value destruction, continued pay and repeated dilution. The source file establishes the wording of my draft; I am not presenting it as proof of mailing, publication, delivery or the actual voting results. [23]
My demand remains: directors who oversaw this record must answer for their spending and financing decisions, the retention of Paulson, the board's approval of compensation, and the failure to establish sustainable financial discipline before the crisis. [23]
3. RICHARD PAULSON: INEXPERIENCE FOR THIS JOB, AND YEARS OF POOR EXECUTION
3. RICHARD PAULSON: INEXPERIENCE FOR THIS JOB, AND YEARS OF POOR EXECUTION
Paulson's public biography describes substantial pharmaceutical-industry experience, including executive roles at Ipsen, Amgen, Pfizer, and other companies. He served as CEO of Ipsen North America, a regional organization within a larger pharmaceutical group. Karyopharm's published career history does not identify a prior role as CEO of an entire independent, publicly traded company before he took the Karyopharm position. [1]
That difference matters. Running a regional commercial business under a larger corporate organization demands one set of skills. Running an entire publicly traded biotechnology company through losses, market pressure, complex debt, dilution, investor distrust, and a fight for survival demands another. In our assessment, Paulson was manifestly unsuited to the latter challenge. His career biography also provides limited evidence of prior primary responsibility for the public-company investor and analyst relationships, capital-market negotiations, and distressed-company turnaround decisions that became vital at Karyopharm.
The board chose him. The board had already worked with him. Paulson had sat on Karyopharm's own board before he became CEO. He entered the role knowing the directors who would oversee him and the corporate culture he was inheriting. In our opinion, that familiarity turned into a disastrous comfort zone. The company needed a leader prepared to confront the cost structure ruthlessly. I saw a CEO who allowed a culture of generous spending to continue and made inadequate progress toward correcting it.
That culture preceded his appointment. The company's grants-and-giving program and its broader emphasis on corporate benefits were already part of its organization. Karyopharm's own public materials describe medical education grants, sponsorships, and charitable donations. [2] Paulson inherited that environment and, in our view, failed to transform it to fit the company's mounting losses and financial danger. His business and MBA education should have equipped him to recognize an unsustainable cost structure long before the crisis erupted.
He had years to impose financial discipline. He had repeated investor warnings. He had the company's financial reports. He had a board that knew him and kept him in power. By the time financial distress became impossible to ignore, the opportunity to preserve shareholder value through earlier, less damaging choices had, in our assessment, been squandered.
THE MANAGEMENT HISTORY: KAUFFMAN, MASON, MANO—AND A CULTURE PAULSON PRESERVED
THE MANAGEMENT HISTORY: KAUFFMAN, MASON, MANO—AND A CULTURE PAULSON PRESERVED
The vacation-club culture preceded Richard Paulson. I trace its roots to Karyopharm’s earlier leadership under co-founder and former CEO Michael G. Kauffman. The company’s own 2020 proxy also documents Kauffman’s earlier role as president and CEO of Epix Pharmaceuticals from 2006 to 2008. Epix subsequently entered an assignment for the benefit of creditors and an orderly liquidation process in 2009. That history is relevant to my judgment of his managerial track record. The liquidation occurred after his tenure, and responsibility for its ultimate outcome requires more than the bare chronology. [28]
In our assessment, Kauffman established or tolerated a costly corporate culture that his successors should have transformed. Former CFO Michael Mason, who served as Karyopharm’s CFO beginning in 2019, was part of the financial leadership during years of losses and substantial overhead. I considered his performance in financial discipline, investor communication, and cost control woefully inadequate. My longstanding criticisms include daily catered lunches, excessive discretionary spending, grants, donations, and an unsustainable cost structure. The exact amounts for individual categories must be drawn from corporate records rather than assumed from my criticism. [2, 29]
Mike Mano joined in December 2020 as general counsel and secretary. His earlier corporate position, according to company disclosures, was counsel for business development at Biogen, after private-practice roles including senior counsel at Proskauer Rose. The published history does not list an earlier appointment as general counsel in charge of a public company’s full legal function. I regard the contrast between that experience and Karyopharm’s legal, financing, governance, and investor-relations challenges as deeply concerning. [29]
Former Apple executive Guy Kawasaki described a Macintosh management maxim: “A players hire A players; B players hire C players.” I have often thought of that principle when evaluating Karyopharm’s management appointments. In our view, the weakness of the leadership team reinforced itself. Paulson came from the board, knew the directors, inherited this deeply expensive culture, and had the authority and years to impose different standards. He instead perpetuated what I consider an outrageously wasteful organization while senior leadership and directors remained substantially compensated and shareholders saw their investment decimated. [33]
3A. DELAYS, REDESIGNS AND THE RUNWAY THAT KEPT DISAPPEARING
3A. DELAYS, REDESIGNS AND THE RUNWAY THAT KEPT DISAPPEARING
The separate 2021–2026 evidence dossier documents successive changes to crucial clinical schedules. XPORT-EC-042 was announced in March 2022 with a first-half 2024 topline expectation. Its data arrived in July 2026, and the prespecified primary progression-free-survival endpoint was not met. XPORT-MM-031/EMN29 was originally described in May 2022 as an approximately 280-patient trial with a 2024 topline expectation; later disclosed enrollment was around 120 patients, with protocol/statistical changes, and the expected readout moved to the second half of 2026. [13]
SENTRY’s initial readout horizon was 2025. Its planned symptom endpoint and sample size changed in 2024 following FDA discussions. The March 2026 topline met the SVR35 co-primary endpoint and missed the absolute total symptom-score co-primary endpoint. The subsequent myelofibrosis regulatory submission remained a potentially critical corporate milestone. [8] [10] [13]
Clinical trials can require legitimate scientific and regulatory modifications. Management and the board still have to fund those programs, plan realistically for delays, protect negotiating leverage and explain the consequences to investors. In our assessment, repeated revisions alongside years of costly financing made Karyopharm dangerously vulnerable precisely when it needed the capacity to complete and act upon its clinical work.
4. UNNECESSARY TRIPS, GRANTS AND THE COST OF PERKS
4. UNNECESSARY TRIPS, GRANTS AND THE COST OF PERKS
My contemporaneous writings challenged the business case for various executive trips and conference attendance. One example was my criticism of travel associated with the JPMorgan Healthcare Conference in California in January 2025, where I questioned the financial justification of the trip in light of Karyopharm's condition and its publicly visible conference participation. I also criticized other executive travel and presentations that, in our assessment, produced little discernible benefit for the company's stockholders.
The precise costs and business returns of those trips require company records. The underlying judgment is plain: a cash-strapped company should be obsessively careful with travel and discretionary expenses. Management should be able to demonstrate why each material expenditure deserved priority during a liquidity crisis. I believe Karyopharm fell far short of that standard.
JANUARY 2025: WHAT DID THE JPMORGAN CONFERENCE SPENDING ACCOMPLISH?
JANUARY 2025: WHAT DID THE JPMORGAN CONFERENCE SPENDING ACCOMPLISH?
In my January 2025 writings, I challenged Richard Paulson’s public remarks about attending the JPMorgan healthcare conference in California. The material quotes his January 13 and January 17 social-media messages about industry meetings. My question then remains my question now: who attended, what did their trips cost, what specific commercial or financing objectives were set, and what measurable results followed? The original post is my contemporaneous criticism; the underlying messages, trip expenses and outcomes require separate confirmation from corporate records. [25]
I regard these questions as fundamental to managing a distressed public company. When capital is scarce, every discretionary trip and event should have an accountable business purpose. A board serious about financial discipline should be able to provide a defensible spending policy and show whether the policy was applied. [25]
I have similarly questioned catered meals, company events, extensive benefits, grants, sponsorships, and a culture marketed around employee satisfaction while long-term investor value collapsed. These features were part of a much larger cost-structure problem. Karyopharm's published grants-and-giving page confirms that the company maintained programs for medical education grants, sponsorships, and charitable donations. [2] The total expenditures, timing, approvals, and financial justification deserve disclosure and scrutiny.
My assessment is that the company developed an entitlement to spend other people's money. That attitude is ruinous in a business with recurring losses and finite cash. The board had a responsibility to demand evidence of value, control overhead, and preserve runway. I believe it allowed the vacation-club mentality to prevail.
TRAVEL, NETWORKING AND THE ACTUAL BUSINESS RETURN
TRAVEL, NETWORKING AND THE ACTUAL BUSINESS RETURN
In contemporaneous 2026 writings, I criticized Paulson’s emphasis on networking and socializing at conferences while the company’s cash position deteriorated. I challenged the business rationale for a January 2025 California trip and other management travel. In our view, the board should disclose the costs, authorizations, and actual business results of executive travel, hospitality, conferences and related activities. That is what financial discipline and accountability should have meant long before the cash crisis. [26]
5. THE DEMPSEY CENTER AND LARGE CHARITABLE CONTRIBUTIONS
5. THE DEMPSEY CENTER AND LARGE CHARITABLE CONTRIBUTIONS
The Dempsey Center helps people affected by cancer. Its charitable work is valuable. My criticism concerns Karyopharm's corporate decisions to allocate scarce resources to charitable giving while the company was losing substantial sums, facing capital constraints, and repeatedly imposing financial costs on shareholders.
Donations are laudable when a company can afford them. Karyopharm was bleeding cash and struggling to survive. In our opinion, committing shareholder funds to six-figure donations under those conditions was gross mismanagement and a shocking misalignment of priorities.
On 22 and 30 January 2025, I spoke with a Dempsey Center representative. According to the contemporaneous write-up I made after those calls, she said Karyopharm had contributed at least $250,000 in each of 2023 and 2024. She also described a plan for the company to support the center in 2025 at a comparable level, but without the customary presenting-sponsor publicity and name recognition. I recorded her answer as follows:
“They're actually not downgrading. They're actually supporting at the same amount (minimum $250,000). They want to support on the center side rather than be involved with their name and highlight.”
Why would a financially distressed public company plan another six-figure donation while turning down the publicity and name recognition that sponsors normally receive? In our opinion, that raises serious questions about financial discipline and board oversight. I suspected management wanted to keep the expenditure away from shareholder scrutiny. Why else would it give away so much money and apparently decline even the promotional benefits?
I also wrote an appeal addressed to Patrick Dempsey, Brandon Hotham and the Dempsey Center team, urging the organization not to accept further large contributions from Karyopharm while shareholders faced severe losses. I praised the center’s work for cancer patients. My criticism was directed at the decisions of Karyopharm’s management and board, not at the charity’s mission. [55]
Why was a loss-making, financially distressed public company directing funds toward discretionary donations while shareholders were exposed to dilution, expensive debt and an ever-shortening runway? What business case did management present? What return or strategic benefit did the board expect? Who approved the spending, and who examined the opportunity cost?
I consider this use of scarce corporate resources a vivid illustration of the company's management priorities. Karyopharm appeared willing to give away capital at a time when management should have been fighting to preserve every possible dollar for its own survival and clinical programs. I regard that as a grave failure of financial discipline.
6. MILLIONS FOR PAULSON; SHAREHOLDERS LEFT WITH THE LOSSES
6. MILLIONS FOR PAULSON; SHAREHOLDERS LEFT WITH THE LOSSES
Executive compensation crystallizes the governance problem. Karyopharm's 2026 proxy statement reports $2,320,902 in total 2025 compensation for Richard Paulson and $2,069,341 for 2024. These are the company's SEC-reported compensation totals, which include salary, bonus, equity-award accounting values, and other reported items; they are the figures relevant to assessing the board's compensation decisions. [3] The annual proxy figures compiled for FY2020–FY2025 total $23,413,314 for Paulson: $1,131,596 for FY2020, when he was a non-employee director, and $22,281,718 for his FY2021–FY2025 CEO compensation. His large 2020 board total was dominated by the reported fair value of option awards. His FY2021 CEO total includes director fees earned before becoming CEO, which have not been counted twice. [11] [12]
For 2025, the proxy reports a $770,000 salary and a $450,450 annual cash bonus award. Under the revised 2025 program, approximately 70% of the target award was attributed to expected corporate performance and 20% to retention, resulting in a payout of 90% of target. The proxy describes share-price exposure through equity awards separately. The cash bonus calculation did not depend on a direct stock-price or total-shareholder-return target. [3]
Then came another extraordinary decision. On 13 July 2026, Karyopharm’s board, on its compensation committee’s recommendation, implemented a 2026 leadership cash-retention program. The SEC filing reports awards of $1,725,000 for Paulson, $640,000 for Stuart Poulton, $725,000 for Reshma Rangwala and $625,000 for Lori Macomber. Crucially, the filing says the new program REPLACED previously guaranteed amounts under the company’s 2026 Annual Bonus Plan; these awards must not be added to those displaced guarantees as though both were separately payable. The filing also provides for conditional repayment and offsets against some severance entitlements. I regard the decision to protect substantial executive compensation at this point in Karyopharm’s history as outrageous. The exact sums ultimately paid or recovered must be checked against subsequent records. [4]
An executive who had presided over years of shareholder devastation received years of substantial compensation and was then allocated a seven-figure 2026 retention award in place of previously guaranteed annual-bonus amounts. That is my central objection. The board continued to reward and retain the same leadership as shareholders endured losses, financing pressure and a crisis of confidence. [4]
Karyopharm stock lost approximately 99.9% of its value on the long-term comparison described above, while Paulson accumulated millions in reported compensation and received a disclosed seven-figure 2026 retention award replacing previously guaranteed bonus-plan amounts. I consider that contrast outrageous. The board should explain how its executive-compensation choices were aligned with cash preservation, accountability and the interests of shareholders who bore the losses. [4]
What kind of governance continues to award substantial bonuses and retention payments while long-term shareholders lose almost their entire investment? In our assessment, these arrangements illustrate self-serving governance and a gross failure of stewardship. The precise amounts, conditions, award dates, and amounts actually paid must be read from the underlying company filings. [3] [4]
The 2025 CEO cash-bonus award was evaluated under company-defined corporate and retention measures rather than a direct stock-price performance target. That is the specific criticism. Karyopharm also used equity-based incentives, which are a distinct form of compensation. [3] I believe the overall compensation system failed the basic test of alignment with the shareholders who had financed this business and absorbed the losses.
6A. BEYOND PAULSON: $70.9 MILLION IN NAMED-EXECUTIVE COMPENSATION
6A. BEYOND PAULSON: $70.9 MILLION IN NAMED-EXECUTIVE COMPENSATION
The annual proxy statements, compiled in the supplied SEC-source workbook, report $70,912,691 in aggregate Summary Compensation Table compensation for the executives named in the company’s FY2020–FY2025 disclosures. That includes $61,037,952 for FY2021–FY2025, after Paulson became CEO. FY2022 alone accounts for $24,275,458. The following table lists every disclosed named executive covered in the compilation; the named-officer group changes from year to year. [27]
Paulson’s FY2021–FY2025 executive compensation totaled $22,281,718. His separate FY2020 non-employee director total was $1,131,596, dominated by grant-date option value, bringing his previously stated FY2020–FY2025 total to $23,413,314. His executive compensation is already part of the $70.9 million aggregate. [27]
Richard Paulson
Fiscal years reported: 2021–2025 · SEC-reported total ($): 22,281,718
Sharon Shacham
Fiscal years reported: 2020–2022 · SEC-reported total ($): 12,815,264
Michael Mason
Fiscal years reported: 2020–2023 · SEC-reported total ($): 7,849,738
Michael G. Kauffman
Fiscal years reported: 2020–2021 · SEC-reported total ($): 7,006,628
Sohanya Cheng
Fiscal years reported: 2022–2024 · SEC-reported total ($): 4,900,961
Reshma Rangwala
Fiscal years reported: 2023–2025 · SEC-reported total ($): 4,368,367
Stuart Poulton
Fiscal years reported: 2022, 2023, 2025 · SEC-reported total ($): 4,303,942
Ran Frenkel
Fiscal years reported: 2021–2022 · SEC-reported total ($): 3,737,453
Michael Mano
Fiscal years reported: 2022 · SEC-reported total ($): 2,060,407
Jatin Shah
Fiscal years reported: 2021 · SEC-reported total ($): 1,588,213
ALL NAMED EXECUTIVES
Fiscal years reported: FY2020–FY2025 · SEC-reported total ($): 70,912,691
Accounting and overlap. These figures combine disclosed salary, cash bonus, stock- and option-award grant-date fair values, non-equity incentive compensation, and other compensation, including certain one-time and departure-related awards. They are SEC Summary Compensation Table figures, reflecting reported compensation rather than a measure of cash deposited into executives’ accounts. The $70.9 million already includes Paulson’s 2021–2025 CEO compensation and overlaps with the $30.6 million comparison involving Paulson and seven directors below; the two figures are not additive. [27]
It is a devastating governance record. The executives running this company reported tens of millions of dollars in compensation while investors warned about cash burn, repeated financing, dilution, and the dwindling runway. In our view, the persistence of this reward structure in the face of KPTI’s collapse illustrates gross mismanagement, years of self-serving priorities, and a board that failed to impose financial discipline before the shit hit the fan.
7. THE BOARD: MILLIONS IN REPORTED COMPENSATION AS KPTI COLLAPSED
7. THE BOARD: MILLIONS IN REPORTED COMPENSATION AS KPTI COLLAPSED
Karyopharm's directors were responsible for selecting and overseeing the CEO, assessing financial risks, monitoring cash requirements, determining compensation, and evaluating major capital decisions. During the relevant periods, the board included Barry Greene and directors whose individual responsibilities and service dates appear in Karyopharm's proxy disclosures. [3]
The directors enabled this pattern. They controlled the appointment and supervision of the CEO, oversaw budgets and capital decisions, and set or approved executive incentives. They allowed Paulson to remain in charge while investor warnings mounted, company cash was consumed, additional financing was sought, and the share price was devastated. In our opinion, that is grossly inadequate governance.
To me, the arrangement resembled an insiders’ club: a CEO who came directly from the board, directors continuing to receive substantial compensation, and management pay continuing as shareholders suffered catastrophic losses. The numbers below quantify the governance problem. Shareholders suffered while those paid to oversee the company continued to be rewarded. [11] [12]
DIRECTOR-BY-DIRECTOR COMPENSATION — SEC REPORTED
The company’s 2026 proxy statement identifies seven non-employee directors who received 2025 compensation, including Mansoor Mirza, whose board service ended in September 2025. The SEC-derived annual compensation compilation shows the following amounts. For fiscal years 2020–2025 alone, the seven reported a combined $7,185,840; their disclosed 2025 totals add up to $702,407. Their reported amounts came alongside a collapse in KPTI stock that I attribute in substantial part to gross mismanagement and the board’s unwillingness to impose discipline. [11] [12]
Mansoor Raza Mirza
FY2025 ($): 116,555 · FY2020–25 ($): 1,405,185 · FY2013–25 ($): 4,311,706
Barry E. Greene
FY2025 ($): 130,142 · FY2020–25 ($): 1,262,135 · FY2013–25 ($): 2,834,330
Deepika R. Pakianathan
FY2025 ($): 105,142 · FY2020–25 ($): 1,082,374 · FY2013–25 ($): 2,648,922
Garen G. Bohlin
FY2025 ($): 95,142 · FY2020–25 ($): 1,040,358 · FY2013–25 ($): 2,512,912
Christy J. Oliger
FY2025 ($): 95,142 · FY2020–25 ($): 1,124,304 · FY2013–25 ($): 1,124,304
Chen Schor
FY2025 ($): 85,142 · FY2020–25 ($): 1,021,075 · FY2013–25 ($): 1,021,075
Zhen Su
FY2025 ($): 75,142 · FY2020–25 ($): 250,409 · FY2013–25 ($): 250,409
TOTAL, named seven
FY2025 ($): 702,407 · FY2020–25 ($): 7,185,840 · FY2013–25 ($): 14,703,658
Calculation and disclosure basis. FY2013–FY2025 columns begin with the company’s first public-market year and end in 2025; they do not claim every individual served throughout that span. FY2020–FY2025 totals use the disclosed years during each individual’s service. The totals combine director cash fees, grant-date fair values of equity awards and, where disclosed, additional compensation. Mirza’s FY2025 $116,555 includes $60,000 earned by Mirza Consulting for consulting and advisory services, as disclosed in the 2026 proxy. Mirza resigned from the board effective 8 September 2025. None of these SEC totals should be described as cash actually taken home. [11] [12]
The cumulative picture is stunning. Together, those seven directors’ $7,185,840 in FY2020–FY2025 reported compensation and Paulson’s $23,413,314 in the same fiscal-year window amount to $30,599,154 in disclosed compensation values for the group. That is the amount shown in the public compensation record while shareholders endured devastating long-term losses. The figures are reported pay and equity-award values; they are not estimates of personal trading profits or an assertion that this sum was withdrawn from the company in cash. [11] [12]
What did shareholders receive for that expense and oversight? In our assessment, the board repeatedly failed its most basic stewardship test. Shareholders sounded alarms about excessive spending, luxury-style corporate culture, unnecessary travel, charity contributions, dilution and the shortening cash runway. The directors retained Paulson, paid senior leadership generously, and presided over a company that ultimately had to ask its creditors for forbearance. I regard the years of board compensation against that record as an indictment of corporate governance. They treated shareholders like ATM machines while preserving their own highly compensated positions.
Shareholders were treated, in our view, like ATM machines. Dilution and successive financing transactions allowed the company to keep operating an expensive model. Every further issuance increased the potential cost to long-suffering owners. The board should explain why earlier and deeper spending reductions were not undertaken and how each financing decision compared with the alternatives available at that time.
The board must account for the decisions it made and the warnings it received. Questions of individual directors’ legal liability require examination of their duties, knowledge, conduct, and the full record. In our opinion, their oversight was grossly inadequate.
The dated correspondence strengthens the case for board accountability. Karyopharm acknowledged that my March 2021 leadership-change letter reached management and the board, and Bohlin reported forwarding all three versions to Greene. Mano separately acknowledged receipt of a fiduciary-duty complaint in April 2022. The board must answer with its actual decision-making record: meeting agendas, director materials, cash forecasts, correspondence, expense approvals and deliberations over executive replacement. [35] [38]
The legal standard remains person-specific. Delaware law imposes fiduciary duties on officers and directors, with separate requirements for establishing liability and the protections of Karyopharm’s charter. My allegation is gross mismanagement and failed oversight, backed by a documented sequence of warnings. Whether any individual committed a legally actionable breach is a question for a record-based analysis of knowledge, good faith, conduct and causation. [14]–[20]
7A. FIDUCIARY DUTIES: WHAT DID THE BOARD KNOW, AND WHAT DID IT DO?
7A. FIDUCIARY DUTIES: WHAT DID THE BOARD KNOW, AND WHAT DID IT DO?
Karyopharm is incorporated in Delaware. Under Delaware law, corporate officers and directors owe fiduciary duties of care and loyalty. The Delaware Supreme Court made that rule explicit for officers in Gantler v. Stephens. Subsequent case law has recognized that officers also carry oversight responsibilities within their areas of authority. These principles are directly relevant to Paulson and to the directors responsible for his appointment, supervision, incentives, and major financial decisions. [14] [15]
Personal liability may extend to both categories of fiduciary: directors (including directors who simultaneously serve as executive officers) and officers who do not sit on the board. Richard Paulson served as both chief executive officer and a director. A claim must identify the relevant person, conduct, capacity, fiduciary obligation, and legally cognizable harm. Delaware’s Gantler and McDonald’s decisions establish that officers, including a CEO with company-wide responsibilities, can owe duties of loyalty, care, and good-faith oversight. [14] [15]
Karyopharm adopted a specific limitation on fiduciary-duty damages: on 24 May 2023, it amended Article SEVENTH of its Restated Certificate of Incorporation to extend exculpation to qualifying officers to the maximum extent allowed by Delaware law. Under current 8 Del. C. § 102(b)(7), that provision does not eliminate liability for a breach of loyalty, bad faith, intentional misconduct, knowing violation of law, improper personal benefit, or a claim brought by or in the right of the corporation against an officer. Nor does it retrospectively cover conduct predating the provision’s effectiveness. The exact type of claim and the timing of each alleged act therefore matter. [17] [18]
Delaware also revised § 144 in March 2025, providing statutory safe harbors for certain interested-director and officer transactions where specified disinterested-approval, shareholder-approval, or fairness requirements are met. Compensation arrangements and other interested transactions call for scrutiny of the actual approvals and disclosures, rather than assumptions about conflicts. These legal rules leave room for meaningful personal accountability where the required evidence and legal elements exist. [19]
For Karyopharm, the central accountability question is what management and the board knew while the company consumed cash, repeatedly sought financing, and watched the stock fall approximately 99.9% on the long-term comparison documented here. I and other investors warned about the unsustainable cost structure and shrinking runway for years. Which of those communications reached individual directors? When did they receive them? What financial forecasts and alternative spending plans were considered? Who approved the travel, grants, donations, compensation, retention awards, and successive financing transactions? What concrete corrective measures followed?
I want that documentary record examined: dated investor letters and delivery records; cash-flow forecasts; finance and audit committee materials; board minutes; management presentations; compensation committee decisions; and the deliberations preceding major debt and dilution arrangements. The answers would show how the board exercised oversight while management continued spending and receiving substantial compensation. Shareholders are entitled to insist on that scrutiny.
Delaware imposes a demanding legal test for oversight liability. An oversight claim generally requires particularized evidence of bad faith, such as conscious disregard of known red flags or the utter failure to establish appropriate reporting systems. Poor business results, large losses, and compensation figures alone do not prove that standard. The Delaware Court of Chancery reaffirmed the distinction in Marchner v. Riley (2026); Segway, Inc. v. Hong Cai (2023) likewise rejected an effort to turn ordinary financial troubles into an officer-oversight claim without the required showing of bad faith. The financial collapse makes the contemporaneous warning, approval, and monitoring records especially important. [15] [16] [20]
My conclusion as an investor remains unequivocal: the spending culture, persistent financial indiscipline, repeated financing and shareholder dilution, and continued insider compensation reflect gross mismanagement and a devastating failure of stewardship. Both directors and officers, including a CEO who holds both roles, can potentially face personal liability for proven fiduciary-duty violations, subject to the specific legal standards, Karyopharm’s charter and statutory protections. The case for accountability begins with the evidence of what each fiduciary knew and did.
DIRECTORS SHOULD LEAD BY EXAMPLE WHEN CASH RUNS OUT
DIRECTORS SHOULD LEAD BY EXAMPLE WHEN CASH RUNS OUT
In a contemporaneous note addressed to the board, I challenged directors to reduce or waive their own compensation during the cash crisis. I believe financial discipline starts at the top. Those who supervised years of losses and continuing executive rewards should be asked what personal financial sacrifice they made. The board should disclose any reductions or waivers, their amounts and the dates they took effect. [22]
8. DILUTION, COSTLY FINANCING, AND THE BILL COMING DUE
8. DILUTION, COSTLY FINANCING, AND THE BILL COMING DUE
Karyopharm's 2025 annual report disclosed approximately $146.1 million in revenue, a $196 million net loss, and approximately $63.7 million of cash, cash equivalents, and investments at December 31, 2025. The annual filing reported serious going-concern uncertainty. The June 30, 2026 quarterly disclosure reported approximately $65.1 million in cash, cash equivalents, and investments at that reporting date, together with continuing financing challenges. [5] [6]
Debt, capital raises, dilution, and cash runway were the recurring subjects of my warnings. In our view, management squandered crucial time and financial flexibility through an unsustainable cost structure and years of inadequate action. The consequence was devastating for shareholders: a stock price down approximately 99.9% on the long-term benchmark, followed by still more securities issuance and increasingly constrained creditor negotiations.
The need to finance medical research is real. The accountability question is equally real: how much less damage would investors have suffered if the company had acted on repeated warnings and controlled expenses years earlier? What cuts were proposed, considered, or rejected? What alternative strategic transactions were examined, and when? The board should publish meaningful answers.
For a documented split-adjusted comparison, KPTI closed at $27.72 on March 2, 2020, equivalent to $415.80 after the 1-for-15 reverse split effective February 25, 2025. On October 8, 2026, the stock reached an intraday low of $0.60. Comparing that historical close with the later session low gives a decline of approximately 99.86%, rounded to 99.9%. Paulson had been appointed to the Karyopharm board in February 2020. The later $0.60 quote is an intraday low, while the March 2020 figure is a daily close; both are expressly identified. This measures the per-share trading-price change, not a separately calculated decline in total corporate market capitalization. In our opinion, management and board decisions contributed materially to that devastation. [46]
THE COST OF KEEPING THE VACATION CLUB FUNDED
THE COST OF KEEPING THE VACATION CLUB FUNDED
The May 2024 restructuring included a $100 million first-lien term-loan arrangement and new secured/equity-linked financing features. In October 2025, management described a transaction package as supplying about $100 million of “financial flexibility and additional capital”; the transaction filing separately identified approximately $36 million of expected new cash proceeds before expenses. Other components consisted of debt exchanges, deferrals and covenant relief. In March 2026, additional equity placements yielded approximately $19.8 million and $26.9 million in reported net proceeds, respectively. [13]
Karyopharm's own contemporaneous explanation of a December 2022 financing should also be heard. On 7 December 2022, Elhan Webb wrote that the proceeds would strengthen the cash balance, support the selinexor and eltanexor clinical programs, and reflected investor confidence. I questioned whether the transaction allowed participating funds to retain pre-existing short positions. Her reply explained management's rationale but did not directly resolve that specific question. The later outcome should be assessed against what the company actually said at the time, not by pretending it offered no explanation. [54]
Karyopharm’s HCR/HCRx royalty arrangement illustrates the mounting financing burden. The evidence review identifies approximately $135 million of cumulative funding received and about $147.1 million of payments made by 30 June 2026. The 30 June balance sheet still reported a $72.3 million deferred royalty obligation, while the September 10 creditor filing disclosed approximately $113.5 million of future contractual royalty obligations. Those last two numbers are different measures and must not be added together as if they were separate liabilities. [13]
At 30 June 2026 the senior secured loan and two convertible-note issues carried approximately $252.6 million in aggregate principal. The reported effective interest rates were roughly 16% for the term loan and 22% and 25% for the two note issues. These high financing costs compounded the pressure created by heavy spending and a modest product-revenue base. The decisive management question is why financial discipline and sustainable financing were not established much earlier. [6] [13]
8A. $20 MILLION TO CREDITORS—POTENTIAL DILUTION AT SHAREHOLDER EXPENSE
8A. $20 MILLION TO CREDITORS—POTENTIAL DILUTION AT SHAREHOLDER EXPENSE
On 10 September 2026, the company agreed to pay consenting creditors $20 million in fees for their forbearance agreement. On 17 September, it issued 20,000 shares of 0% Series A Convertible Perpetual Preferred Stock, with a $1,000-per-share liquidation preference, in satisfaction of that fee. This was creditor consideration, not $20 million in new operating cash for Karyopharm. The distinction matters enormously when a company is on the verge of running out of money. [7] [9]
The preferred stock can convert into common stock at an initial price of $1.62 per share, subject to the specified adjustments and restrictions. At that conversion price, the $20 million principal preference is mathematically equivalent to approximately 12.35 million common shares. Before the required stockholder approval, conversion deliveries are capped at 4.52 million common shares in aggregate; amounts above the cap can create cash-settlement exposure under the filed terms. Approval and other contractual limits affect the eventual outcome. [9]
For scale, the 4.52 million initial cap was set below 19.99% of the common shares outstanding immediately before issuance. On a roughly 22.6 million-share starting base, 12.35 million additional shares would represent about a 55% increase in share count and would reduce existing holders’ aggregate ownership percentage by approximately 35%, assuming all preferred stock were ultimately converted on these terms and disregarding other security issuances. That is a conditional, illustrative ownership-dilution calculation—not a claim that the full conversion has already taken place.
8B. AUGUST 2026: MANAGEMENT DISCLOSED THE CASH CLIFF BEFORE THE DEFAULT
8B. AUGUST 2026: MANAGEMENT DISCLOSED THE CASH CLIFF BEFORE THE DEFAULT
Karyopharm’s own second-quarter 2026 results, issued on 13 August 2026, placed the cash problem squarely in public view. The company reported $65.4 million in cash, cash equivalents, restricted cash and investments at 30 June; $33.4 million in quarterly total revenue; $29.0 million in quarterly R&D expense; $25.9 million in quarterly SG&A expense; and $13.1 million in quarterly interest expense. The $65.4 million figure includes restricted cash and therefore should not be confused with unrestricted cash available for every obligation. [24]
The company’s own full-year guidance projected total 2026 revenue of $130 million to $150 million and combined R&D plus SG&A expenditure of $230 million to $245 million, excluding certain possible one-time costs. Those are different financial measures, but the disparity makes the scale of the continuing operating challenge plain. A company with that cost structure had to preserve cash, protect clinical programs and face its debt maturities early. In our opinion, years of warnings had already made those priorities unmistakable. [24]
Management warned that a $15.8 million principal installment was due 10 September 2026. Without fresh financing or lender relief, paying it would cause cash, cash equivalents and investments to fall below the $10 million minimum-liquidity covenant and trigger a default. The company’s 10-Q also identified approximately $10.1 million in additional aggregate interest payments due 30 September. Only weeks after this warning, the principal installment went unpaid and the creditors entered a temporary forbearance agreement. [24] [7]
In Karyopharm’s written 13 August 2026 results announcement, Paulson praised the “speed, focus, urgency” of the teams preparing the myelofibrosis filing. My response is simple: WHERE WAS THE FINANCIAL DISCIPLINE DURING THE PRECEDING YEARS? Shareholders had warned about spending, debt and runway long before that disclosure. By August, shareholders had already suffered catastrophic losses and the company’s financial room to maneuver was severely limited. This quotation is from the company’s official written release, not from the disputed call transcript. [21] [24]
Shareholders already devastated by a roughly 99.9% price collapse now face potential additional ownership dilution from an arrangement compensating creditors for temporary forbearance. In our assessment, this is the cumulative bill for years of weak financial discipline, unsustainable spending, and missed opportunities to conserve capital. The board should publish an account of how the company reached this point, what earlier alternatives were available, and how each director assessed the consequences for stockholders.
9. WHEN THE SHIT HIT THE FAN: SEPTEMBER 2026 IN THE COMPANY'S OWN WORDS
9. WHEN THE SHIT HIT THE FAN: SEPTEMBER 2026 IN THE COMPANY'S OWN WORDS
Karyopharm’s 11 September 2026 Form 8-K documents the crisis in black and white. The company disclosed nonpayment of an approximately $15.8 million principal installment due September 10, prior missed note-interest payments, and expected difficulties making other debt payments. Creditors agreed to a limited forbearance arrangement; the underlying missed payments and defaults were not erased. [7]
The forbearance period was initially scheduled to end no later than 15 October 2026, subject to conditions and possible extension. Karyopharm stated that, without additional funding or a strategic transaction, it expected to be unable to continue as a going concern beyond that date and might have to consider bankruptcy protection, liquidation, or cessation of operations. These were company-disclosed contingencies and forecasts as of September 2026, rather than a claim that insolvency had already occurred. [7]
This is what years of reckless financial priorities led to, in our assessment. Investors had warned about cash burn and runway for years. Management continued rewarding executives and spending heavily while creditors eventually had to be asked to forbear from exercising their rights. The company’s own disclosures now show the gravity of the danger at a moment of extraordinary importance for its cancer-treatment program.
Paulson holds an MBA. He had years of cash-flow reporting and repeated investor warnings. He should have recognized that this cost structure could not continue indefinitely. To me, his failure to impose discipline before the shit hit the fan is an extraordinary leadership failure—and the board’s tolerance of that failure deserves equal scrutiny.
RUNWAY PROMISES, REFINANCINGS AND THE FINAL COLLISION
RUNWAY PROMISES, REFINANCINGS AND THE FINAL COLLISION
The management-guidance chronology follows the cash runway through repeated recapitalizations: mid-2023 after the June 2021 royalty expansion; late 2025 after the December 2022 equity financing; Q1 2026 in 2024 outlook disclosures; Q2 2026 after October 2025 financing; late Q3 2026 following spring 2026 financing; and then only into September 2026 according to the August quarterly disclosure. On 10 September the company missed a scheduled principal payment and agreed to temporary creditor forbearance. Each runway statement reflected conditions at the time; the repeated dependence on fresh capital is the point. [7] [13]
A concrete example of the runway qualifications appeared in Webb's 15 August 2024 email quoting management's Q2 guidance. The company expected available resources and projected revenue to fund planned operations into Q1 2026, but the accompanying statement excluded repayment of the remaining 2025 convertible notes and referenced the $25 million minimum-liquidity covenant under its new term loan. The exclusions matter when judging the advertised horizon: a forecast for planned operations is not a promise that all principal maturities can be repaid from the same cash. This is the documented qualification I was criticizing, rather than proof that management knowingly lied. [53]
In our assessment, this is what happens when directors keep enabling a CEO whose priorities do not reflect the urgency of protecting shareholder value. Year after year the insiders collected substantial compensation. Year after year the investors were told the next deal would buy more time. Eventually there was too little time, and creditors had to be compensated with a potentially highly dilutive security simply for agreeing temporarily to hold off enforcement. The board owns its decisions.
A SEPTEMBER 2026 WARNING: THE CREDITORS NOW HAD THE CLOCK
A SEPTEMBER 2026 WARNING: THE CREDITORS NOW HAD THE CLOCK
My September 2026 commentary recognized a narrow possible opening: the principal lending constituencies appeared to be negotiating together under the forbearance arrangement. I hoped they might produce a workable alternative to collapse. The company’s SEC filing establishes the creditor arrangement and its limited duration. What angers me is that Karyopharm had reached a point where its survival depended so heavily on creditor negotiations after years of warnings about the need to conserve cash. [7] [22]
10. THE SCIENCE DESERVED FAR BETTER MANAGEMENT
10. THE SCIENCE DESERVED FAR BETTER MANAGEMENT
Karyopharm’s cancer-treatment work is the reason this destruction is especially disturbing. XPOVIO (selinexor) has approved uses in specified multiple-myeloma settings. The company submitted a supplemental New Drug Application for selinexor with ruxolitinib in myelofibrosis on 31 August 2026, requesting accelerated approval and Priority Review. Karyopharm expected an FDA filing-acceptance decision and anticipated review timeline during Q4 2026. Approval remained uncertain. [10] The company entered the period leading to this critical regulatory milestone with its survival in question.
The combination of a potentially consequential MF application and a severely restricted financial runway makes management’s years of spending choices all the more appalling. A competent leadership team protects the resources needed to reach regulatory and commercial milestones, builds credible contingencies, and preserves negotiating leverage. In my judgment, Karyopharm’s executive team and board grossly failed this test.
Research teams, patients, and investors deserved a company whose management treated cash runway as a precious asset. That is why my criticism has been so forceful.
“THREE SHOTS ON GOAL” — AND THE MONEY TO TAKE THEM
“THREE SHOTS ON GOAL” — AND THE MONEY TO TAKE THEM
At EHA 2026, Paulson was asked in a biotechnology interview about the consequences of disappointing endometrial-cancer data. In my contemporaneous account, he pointed to multiple clinical and commercial opportunities — a 'three shots on goal' answer. That left a crucial question unanswered: how could the company reach the other opportunities if cash ran out first? [22]
I asked in that criticism: 'How are those other two shots on goal going to help you if EC data is bad?' The point is as important now as it was when I wrote it. Clinical opportunity must be matched by enough cash to reach the relevant milestones, meet obligations, support regulatory submissions, and negotiate from a position of strength. In our view, management squandered that financial margin through years of gross mismanagement and an unsustainable spending culture. [22]
The board must explain the downside plans it required management to prepare: weaker data, slow enrollment, delayed approvals, cash shortfalls and financing on punitive terms. Its obligation to monitor financial risk was fundamental. Shareholders are entitled to a dated record of those decisions and the warnings received. [22]
10A. ONLINE SELINEXOR DISPARAGEMENT: WHAT DID KARYOPHARM’S LEGAL AND IR TEAM DO?
10A. ONLINE SELINEXOR DISPARAGEMENT: WHAT DID KARYOPHARM’S LEGAL AND IR TEAM DO?
I wrote extensively about public attacks on selinexor and the possibility that some commentary was influenced by financial interests. My separate published article, “Selinexor Bashers, Hedge-Fund Links, and KPTI Short Interest,” preserves my correspondence with doctors and the specific publicly disclosed relationships that concerned me. Those disclosures and the existence of large short positions justify serious questions and scrutiny. They do not, by themselves, establish that any named physician was secretly paid to disparage selinexor, that any hedge fund directed the comments, or that a particular critique was knowingly false. [31]
On 5 April 2021, Ian Karp wrote to me: “as far as I know, social media posts don’t need to be true,” while mentioning limits involving hate speech and incitement. I challenged that position in writing and copied Karyopharm officials, including general counsel Mike Mano. I recall Karp telling me that this view came from the company’s legal side. In our view, dismissing harmful false statements as something a company simply has to tolerate was a deeply inadequate approach to protecting its commercial interests. The legal and IR teams should have evaluated demonstrably false statements and available remedies rather than brushing aside the problem. [30] [31] [43]
A prominent lawyer who told me he had worked with Mike Mano said directly to me that he had sold his KPTI shares and that he regarded Mano as weak and incompetent. KPTI was trading in approximately the $6 range on the pre-reverse-split scale when we spoke; that is not the price at which I say he sold. I found his judgment striking, especially given my own concerns about Karyopharm’s legal leadership and the company’s handling of shareholder complaints.
In our view, the sustained online attacks on selinexor resembled a vicious, potentially organized negative-marketing campaign. We regard management’s response as disturbingly inadequate. In our opinion, these attacks may have seriously harmed the drug’s commercial prospects and investor confidence. Shareholders deserve a clear account of what management and its legal team did to investigate specific statements, correct demonstrable falsehoods, defend the company’s reputation and protect its scientific communications.
The company also offered a commercial explanation for pressure on XPOVIO. On 2 June 2023, Elhan Webb wrote that increasing adoption of bispecific therapies was affecting the market, particularly at academic centers, while those treatments also faced adoption constraints in community settings. She described patient segments in which the company still saw a role for XPOVIO before or after T-cell therapies, or where patients were unsuitable for them. That response does not settle why sales lagged, but it is relevant alongside my criticism of online disparagement and management's commercial performance. [52]
In July 2022, Mano responded to my concerns about Delphi funds’ KPTI share sales. He stated that Deepa Pakianathan was unaware of Biogen’s termination decision when those transactions occurred. In August 2024, I corrected my earlier chronology. Both his response and my correction are part of the historical record. [44]
11. WHAT SHAREHOLDERS DESERVE TO KNOW
11. WHAT SHAREHOLDERS DESERVE TO KNOW
Investor warnings. Which of the May 2023, July 2023, April 2024 and February 2025 public letters, and which private investor emails, actually reached directors or executive officers? What did the recipients acknowledge, circulate, investigate, or decide? The sender, delivery records, meeting papers and responses are crucial. [21]
Cost structure. How much did Karyopharm spend each year on executive travel, events, catered meals, staff benefits, grants, sponsorships, charitable donations, and other discretionary costs? What savings were achievable earlier?
Paulson's qualifications and performance. What evidence persuaded directors that he could manage an independent public biotech company through severe financial distress? How did the board assess his track record, investor communications, and execution?
Compensation. Why did the board approve substantial cash bonuses and retention awards while share value collapsed? How much did each director receive annually in cash, stock, options, and other benefits? How did those payments correlate with the approximately 99.9% long-term share-price decline? The director-by-director compensation figures are presented in Section 7 and can be checked against the underlying proxy filings.
Contingency planning. What cash-flow plan did management and the board adopt for disappointing EC data, delayed MF regulatory action, or continued weak sales? What did the board's minutes say about the money needed to support each remaining 'shot on goal'? [22]
Board pay. Did any current or former directors volunteer fee reductions or waivers during the cash crisis? If so, what amounts and when? If not, what was the board's explanation for continuing director compensation while demanding reductions elsewhere? [22]
Financing. Why did Karyopharm reach September 2026 unable to pay a $15.8 million principal installment? What alternatives were rejected? Why did creditors receive $20 million in preferred-stock consideration for forbearance? How much additional common-stock dilution or cash-settlement exposure can follow? [7] [9]
Accountability. What independent assessment has the board conducted of its own oversight, and who will accept responsibility for the decisions that produced the company's current predicament?
12. FIRE PAULSON. REBUILD THE BOARD'S CREDIBILITY. RESTORE FINANCIAL DISCIPLINE.
12. FIRE PAULSON. REBUILD THE BOARD'S CREDIBILITY. RESTORE FINANCIAL DISCIPLINE.
My position remains unequivocal. Richard Paulson should be removed as CEO. Karyopharm needs leadership with proven ability to run an entire public company, restructure a distressed business, control cash burn, communicate credibly with investors, and execute difficult decisions. The board's own performance must face equally rigorous scrutiny.
The first priorities should be immediate expenditure control, independent financial analysis, a credible cash-runway plan, rational executive incentives, transparent communications, and hard accountability for past decisions. Every program, expense, and commitment should be tested against financial reality and shareholder value.
For years, investors warned that the cost structure was unsustainable. Paulson and the board kept the vacation club going. Executive compensation ran into the millions; directors continued receiving compensation. KPTI lost approximately 99.9% of its value. Then came missed debt payments, an October 2026 cash-runway warning, and a $20 million creditor fee satisfied through preferred stock with potentially major dilution. The company entered a critical MF regulatory period with its financial future at risk.
In our view, this is one of the most devastating examples of gross mismanagement and failed corporate oversight I have encountered as an investor. The directors must answer for the years of warnings they received, the value destroyed, the compensation paid, and the financing decisions now threatening what remains of shareholders’ investment. Fire Paulson. Demand accountability from the board. End the vacation club. The fiduciary-duty questions now demand a dated accounting of the warnings received, responses undertaken, and decisions approved by the board and officers.
The dated correspondence removes any serious doubt that cash discipline, management capability, investor communication and shareholder value had been challenged years before the final financing crisis. Karyopharm’s own representatives confirmed receipt of important warnings in 2021 and 2022. The company continued to have shareholders who asked it to operate like a disciplined business, not a KaryoFUN vacation club financed by fresh dilution and debt. In our view, the years of correspondence make the collapse more troubling, not less. Shareholders-for-us was never an acceptable model of corporate governance. [34]–[45]
APPENDIX A — FULL FINANCIAL ACCOUNTABILITY EXHIBIT
APPENDIX A — FULL FINANCIAL ACCOUNTABILITY EXHIBIT
Annual financial figures, executive and director compensation, documented investor warnings, and SEC filings.
From FY2021 through the first half of 2026, Karyopharm reported approximately $599.9 million of net cash used in operating activities. In that same period, it repeatedly accessed equity, debt, royalty and other financing channels, while outstanding common shares increased sharply. These are company-reported cash-flow figures, not a calculation that every research expense was wasteful. [S1–S4]
In our view, the company and its board should explain why the expense base, financing strategy, and response to repeated shareholder warnings failed to protect the cash runway before the September 2026 defaults. The evidence permits a strong management-accountability critique. It does not, by itself, prove fraud, illegal conduct, or that every director actually read every communication.
1 | Annual operating economics and financing
1 | Annual operating economics and financing
All monetary figures USD millions, rounded to one decimal. “Operating cash used” is cash consumed after operating inflows and working-capital movements. “Financing inflows” is net cash from financing activities (which includes different financing instruments), NOT product revenue. Shares are millions, post–1-for-15-split equivalent at year-end; first-half 2026 as at June 30. [S1–S5]
2021
Product sales: $98.4 · R&D + SG&A: $304.7 · Operating cash used: $107.1 · Financing cash in: $73.6 · Shares outstanding: 5.05m
2022
Product sales: $120.4 · R&D + SG&A: $294.1 · Operating cash used: $149.6 · Financing cash in: $193.7 · Shares outstanding: 7.55m
2023
Product sales: $112.0 · R&D + SG&A: $270.6 · Operating cash used: $92.7 · Financing cash in: $1.1 · Shares outstanding: 7.66m
2024
Product sales: $112.8 · R&D + SG&A: $258.7 · Operating cash used: $127.5 · Financing cash in: $41.6 · Shares outstanding: 8.41m
2025
Product sales: $114.9 · R&D + SG&A: $230.8 · Operating cash used: $75.4 · Financing cash in: $30.0 · Shares outstanding: 18.31m
2021–25 total
Product sales: $558.6 · R&D + SG&A: $1358.9 · Operating cash used: $552.2 · Financing cash in: $340.2 · Shares outstanding: —
H1 2026
Product sales: $59.9 · R&D + SG&A: $115.4 · Operating cash used: $47.7 · Financing cash in: $48.9 · Shares outstanding: 22.68m
Karyopharm reported $552.248 million of net cash used in operations during 2021–2025 and another $47.659 million in the first half of 2026, totaling $599.907 million. Its financing cash-flow statements recorded $340.204 million of net financing inflows in 2021–2025 and $48.904 million in the first half of 2026. These financing inflows included more than common-equity issuance. [S1–S4]
Shares outstanding increased from approximately 5.05 million at FY2021 to 18.31 million at FY2025 (+263%), then 22.68 million at June 30, 2026 (+349% versus FY2021). The calculation compares the company’s reported common-share counts on the same reverse-split-adjusted basis. [S1–S5]
2 | What directors and executives were awarded
2 | What directors and executives were awarded
Reported compensation is the SEC Summary Compensation Table/annual director disclosure total. It includes grant-date fair-value estimates of equity awards and is not interchangeable with cash actually received or realized investment profits. Paulson’s 2021–2025 figures are CEO-period compensation. Director figures below exclude the $23,846 Paulson director-fee amount already embedded in his 2021 CEO-year reported compensation to avoid double counting. The roster of non-employee directors varies by year. [S6]
2021
Paulson SCT total: $8.355m · Outside directors, annual total: $1.885m · Operating cash used: $107.1m
2022
Paulson SCT total: $6.910m · Outside directors, annual total: $1.246m · Operating cash used: $149.6m
2023
Paulson SCT total: $2.626m · Outside directors, annual total: $1.145m · Operating cash used: $92.7m
2024
Paulson SCT total: $2.069m · Outside directors, annual total: $0.955m · Operating cash used: $127.5m
2025
Paulson SCT total: $2.321m · Outside directors, annual total: $0.702m · Operating cash used: $75.4m
2021–25
Paulson SCT total: $22.282m · Outside directors, annual total: $5.934m · Operating cash used: $552.2m
Separately, Paulson’s 2020 non-employee director reported compensation was $1.132 million, bringing his combined FY2020–FY2025 reported figure to approximately $23.413 million. July 2026: the board approved a $1.725 million Paulson cash retention award within a $3.715 million program for four executives, replacing previously guaranteed 2026 bonus amounts and subject to specified repayment/offset provisions. A July award is not included in FY2025 totals and should not automatically be described as cash already paid. [S6–S7]
3 | Warning → financial decision → disclosed consequence
3 | Warning → financial decision → disclosed consequence
The timeline brings together dated shareholder warnings, company responses and subsequent financial results. [M1–M5]
Mar 2021 · confirmed company/board receipt
What investors warned: Urgent March 2021 board letter alleged excessive spending and called for leadership change. Ian Karp confirmed receipt by management and board; Garen Bohlin separately reported receiving three versions and forwarding each to Barry Greene.
Later disclosed decision or consequence: FY2021 R&D+SG&A ~$304.7m; net operating cash use $107.1m. Receipt does not prove that each director read or endorsed the letter.
Aug 2021 · addressed email
What investors warned: Appeal to Paulson, Bohlin and management to cut costs, freeze travel and restrain pay.
Later disclosed decision or consequence: FY2022 operating cash used $149.6m. December 2022 private placement netted about $154.7m; at-the-market sales generated further equity capital.
Apr–May 2022 · general-counsel receipt
What investors warned: Mano expressly acknowledged April fiduciary-duty complaint. May 2022 messages warned that cash burn and overhead were unsustainable.
Later disclosed decision or consequence: FY2022 shares rose to ~7.55m post-split equivalent from ~5.05m at FY2021.
May 2023 · addressed emails
What investors warned: Warnings to named officials about catered lunches, perks and overhead. Annual $2.7m lunch figure was the sender’s own estimate, not a verified company expense.
Later disclosed decision or consequence: August 2023 announced workforce reduction of about 20%; FY2023 R&D+SG&A still ~$270.6m.
Sep 2024 · addressed emails
What investors warned: Renewed requests for travel, lunch, charity and discretionary-spending cuts. The emails identify recipients, not each recipient’s response.
Later disclosed decision or consequence: FY2024 operating cash used $127.5m; the May 2024 debt refinancing introduced secured borrowing and restructuring.
May–Jun 2025 · addressed board emails
What investors warned: Urgent requests for director intervention, reduced cash use and shareholder accountability. · Later disclosed decision or consequence: FY2025 loss $196.0m, operating cash used $75.4m, and shares climbed to ~18.31m; 2025 10-K raised going-concern concerns.
Jul–Sep 2026 · SEC disclosures
What investors warned: July executive retention program and subsequent approaching payment deadlines.
Later disclosed decision or consequence: September $15.8m principal non-payment; $20m forbearance fee settled through convertible preferred shares, NOT $20m of new operating cash; company projected runway only until Oct. 15 absent alternatives.
4 | Questions the board should answer
4 | Questions the board should answer
• What annual budgets, spending-reduction alternatives and runway stress tests were presented to directors from 2021 onward? What did they approve or reject?
• When and how were the March 2021 letter and later investor communications circulated, entered into minutes, discussed and answered?
• What criteria tied executive pay and director oversight to cash runway, financing cost, shareholder dilution and clinical milestones?
• How did the May 2024 and October 2025 refinancings compare with alternatives—including earlier spending reductions, partnering or strategic combinations?
• What actions were taken ahead of the September 2026 missed payment, and how did the board assess the $20m creditor-fee convertible-preferred structure?
• How much was actually spent on meals, nonessential travel, entertainment, gifts and charitable donations? Share detailed audited or board-approved category totals rather than estimates.
5 | Evidence limits and SEC source key
5 | Evidence limits and SEC source key
[S1] Karyopharm FY2023 10-K, filed Feb. 29, 2024 (SEC accession 0000950170-24-022650), consolidated FY2021–FY2023 cash-flow and operations statements.
[S2] Karyopharm FY2024 10-K, filed Feb. 19, 2025 (SEC accession 0000950170-25-022765), FY2024 operating cash ($127.486m), FY2022–FY2024 operations and financing.
[S3] Karyopharm FY2025 10-K, filed Feb. 13, 2026 (SEC accession 0001193125-26-049397), FY2025 operating cash ($75.369m), FY2025 net loss ($196.039m) and going-concern discussion.
[S4] Karyopharm June 30, 2026 10-Q, filed Aug. 13, 2026 (SEC accession 0001193125-26-347906); H1 operations, cash flows, financing transactions and June balance-sheet shares.
[S5] Company year-end common-share amounts as recorded in the respective audited balance sheets, normalized to the 1-for-15 reverse-split share basis for comparable year-end figures.
[S6] Supplied Karyopharm_compensation_SEC_review_v7 -- MASTER.xlsx; underlying Karyopharm 2021–2026 definitive proxy statements, SEC annual compensation rows and director-annual totals. Annual director group composition changes.
[S7] Karyopharm Form 8-K filed July 17, 2026, describing leadership cash retention program; September 11 and September 18, 2026 Forms 8-K (accessions 0001193125-26-388621 and 0001193125-26-395517).
[M1] March 2021 seven-page urgent letter (PDF preserved in Email Batch 02); March 31 Karp message (Correspondence Set 01 C01-005), and Bohlin quotation (Email Batch 02 item 012).
[M2] Aug. 7, 2021 cost-cutting email (Email Batch 02 item 038); April 21, 2022 Mano receipt (Correspondence Set 01 C01-008); May 2022 cost-warning message (Batch 02 item 057).
[M3] May 2023 director/management email chain (Batch 04); September 2024 and May–June 2025 email chains (Batches 04–06). Recipient headers prove addressing, not necessarily confirmed delivery and review.
[M4] Aug. 2023 and July 2025 restructuring statements, and May 2024/October 2025 transactions in company 10-K/10-Q; management also reported significant spending reductions.
[M5] Sept. 10, 2026 forbearance 8-K and Sept. 17, 2026 preferred-stock issuance 8-K; the Aug. 31, 2026 myelofibrosis sNDA filing was an application, not an approval.
KARYOFUN 5-STAR "VACATION CLUB" CULTURE - FUNDED BY SHAREHOLDERS. DEVISED BY LISA DI PAOLO, RICHARD PAULSON, AND THE REST OF THE VALUE DESTROYERS WHO FORGOT THEY'RE RUNNING A FUCKING BUSINESS.
KARYOFUN 5-STAR "VACATION CLUB" CULTURE - FUNDED BY SHAREHOLDERS. DEVISED BY LISA DI PAOLO, RICHARD PAULSON, AND THE REST OF THE VALUE DESTROYERS WHO FORGOT THEY'RE RUNNING A FUCKING BUSINESS.
PHYSICAL WELLBEING
PHYSICAL WELLBEING
Purchase of At-Home Indoor / Outdoor Fitness Equipment
Virtual Fitness Classes
Personal Trainer Fees
Gym / Sports Membership Fees
FULL BODY WELLBEING
FULL BODY WELLBEING
Costs for Massages / Acupuncture
Nutrition / Weight-Loss Counseling
Farm to Table Co-Ops
Juice Cleanses
FINANCIAL WELLBEING
FINANCIAL WELLBEING
Financial Advising
Debt Management
Tutoring for Children
Childcare Costs
Home Office Improvement Costs
MIND WELLBEING
MIND WELLBEING
Enrollment Fees for Mindfulness / Resilience Programs
Programs that Promote Mental and Emotional Wellbeing
Wellness Apps
This is what the CEO does at the KaryoFUN Vacation-Club Culture Funded By Bagholders (shareholders / management's ATM machines)
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