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Akcea Therapeutics, Inc. 55 Cambridge Parkway, Suite 100 Cambridge, MA 02142
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Exhibit 10.12
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Akcea Therapeutics, Inc. 55 Cambridge Parkway, Suite 100 Cambridge, MA 02142
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MEMORANDUM
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Date: |
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March 9, 2018 |
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To: |
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Akcea Board of Directors |
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From: |
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Paula Soteropoulos, President & CEO |
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Subject: |
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Board of Director Compensation |
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Akcea values the contributions made by its Board of directors. In recognition of these valuable contributions, Akcea will provide each non-employee Director1 with the compensation described in this memo.
Cash Compensation
Each non-employee Director will receive cash compensation based on his/her role on the Board and Board committees:
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Role |
Cash Compensation |
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Board Member (Base retainer) |
$40,000 |
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Chairman of the Board (Additional) |
$25,000 |
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Committee Chairs (Additional) |
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-Audit |
$18,000 |
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-Compensation |
$12,500 |
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-Nominating & Gov. |
$8,000 |
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Committee Member (Additional) |
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-Audit |
$9,000 |
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-Compensation |
$6,000 |
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-Nominating & Gov. |
$4,500 |
Equity Compensation
Each non-employee Director will receive an initial stock option award upon joining the Board, and will receive an annual stock option award for each year of continued service, as follows:
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Stock Option Award |
No. of Shares |
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Initial Stock Option Equity Grant |
53,000 |
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Annual Stock Option Equity Grant |
26,400 |
The exercise price of each option will be the fair market value of Akcea’s common stock on the date of grant.
The options will vest over a four-year period in equal annual installments and be subject to the terms of Akcea’s 2015 Equity Incentive Plan. The vesting of the options will accelerate in the case of a change of control of Akcea, as further described your option agreement and the 2015 Equity Incentive Plan.
Akcea reserves the right to amend this compensation policy at any time
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1 |
Employees of Ionis who serve on the Akcea Board are not eligible for compensation as Akcea Board members. |
