Derrell Porter
About Derrell Porter
Dr. Derrell D. Porter, M.D., 54, has served as an independent director of Acumen Pharmaceuticals (ABOS) since January 2023. He is currently the Chief Executive Officer of cTRL Therapeutics, Inc. (since May 2023), and previously founded and served as CEO of Cellevolve Bio, Inc. (March 2020–May 2023). Dr. Porter holds an M.D. from the Perelman School of Medicine and an M.B.A. from The Wharton School at the University of Pennsylvania, and a B.S. in Neuroscience from UCLA; the Board cites his pharmaceutical industry experience as his core credential. His current ABOS board term expires in 2026 (Class II).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| cTRL Therapeutics, Inc. | Chief Executive Officer | May 2023–present | Not disclosed |
| Cellevolve Bio, Inc. | Founder & Chief Executive Officer | Mar 2020–May 2023 | Not disclosed |
| Atara Biotherapeutics, Inc. | SVP & Head of Commercial | May 2017–Oct 2019 | Not disclosed |
| Gilead Sciences, Inc.; AbbVie Inc.; Amgen Inc. | Commercial and corporate development roles | Not disclosed | Not disclosed |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Passage Bio, Inc. (public) | Director | Since May 2021 | Not disclosed |
| Portal Innovations, LLC (private) | Director | Since Sept 2020 | Not disclosed |
Board Governance
- Independence: The Board determined all committee members, including Dr. Porter, meet Nasdaq independence standards and are free of relationships impairing independent judgment.
- Committee memberships (FY2024): Nominating & Corporate Governance Committee (member); not on Audit nor Compensation.
- Nominating & Corporate Governance Committee composition and chair: Fountain, Porter, Stoppel (chair); met 3 times in FY2024; all members independent.
- Board leadership: Independent Chair (Sean Stalfort); Board met 6 times in FY2024; each director attended ≥75% of aggregate Board/committee meetings; all directors attended the 2024 Annual Meeting.
| Committee | Role | FY2024 Meetings | Independence |
|---|---|---|---|
| Audit | Not a member | 4 | Committee members independent (Board determination) |
| Compensation | Not a member | 4 | Committee members independent (Board determination) |
| Nominating & Corporate Governance | Member (Chair: Stoppel) | 3 | All members independent (Nasdaq Rule 5605(a)(2)) |
Fixed Compensation
- Director cash fees policy: Annual cash retainer $40,000 (increased from $35,000 effective June 1, 2024); committee chair/member retainers: Audit $15,000/$7,500; Compensation $10,000/$5,000; Nominating & Corporate Governance $8,000/$4,000; Board Chair and Lead Independent Director receive an additional $30,000. Paid quarterly and prorated.
- 2024 cash fees received (Porter): $41,917.
| Year | Fees earned or paid in cash ($) |
|---|---|
| 2024 | $41,917 |
Performance Compensation
- Equity program structure (non-employee directors):
- Initial grant upon joining Board: stock option for 50,000 shares; exercise price = closing price on grant date; vests in 36 equal monthly installments.
- Annual grant (2024): stock option for 25,000 shares on annual meeting date; vests on earlier of one year from grant or next annual meeting.
- Change in control: all outstanding director options vest upon a change in control (subject to continuous service through such date).
- 2025 amendment: annual equity grants will be a mix of 19,500 stock options plus 12,800 RSUs, unless otherwise determined.
- 2024 option award grant-date fair value for Porter: $49,855; outstanding options held by Porter as of 12/31/2024: 100,000 shares.
| Program | Grant Size | Vesting | Exercise Price Policy | Grant-Date Fair Value ($) | Change-in-Control Treatment |
|---|---|---|---|---|---|
| Initial director grant (at appointment) | 50,000 options | 36 equal monthly installments | Closing price on grant date | Not disclosed | Full vesting of outstanding options upon change in control (per 2021 Plan) |
| Annual director grant (2024) | 25,000 options | Earlier of 1-year anniversary or next annual meeting | Closing price on grant date | $49,855 (Porter) | Full vesting of outstanding options upon change in control (per 2021 Plan) |
| Annual director grant (policy from Mar 2025) | 19,500 options + 12,800 RSUs | Not disclosed (RSU vesting terms not specified) | Closing price on option grant date | Not disclosed | Not disclosed (options subject to plan terms) |
- 2024 compensation mix (Porter): Cash $41,917; Equity (options, grant-date fair value) $49,855; Total $91,772 → approx. 45.7% cash / 54.3% equity by grant-date fair value.
Other Directorships & Interlocks
| Company | Type | Role | Overlap/Potential Interlock |
|---|---|---|---|
| Passage Bio, Inc. | Public biopharma | Director (since May 2021) | No ABOS-related transactions disclosed; no related-party transactions reported since Jan 1, 2023. |
| Portal Innovations, LLC | Private | Director (since Sept 2020) | No ABOS-related transactions disclosed; no related-party transactions reported since Jan 1, 2023. |
Related-party controls: ABOS maintains a formal related person transactions policy; Audit Committee or other independent Board body reviews/approves; no transactions requiring disclosure since Jan 1, 2023 (other than executive/director compensation).
Expertise & Qualifications
- Credentials: M.D. (Perelman School of Medicine), M.B.A. (Wharton), B.S. Neuroscience (UCLA).
- Industry expertise: Senior commercial leadership at Atara; roles at Gilead, AbbVie, Amgen; current biotech CEO.
- Board’s stated rationale: Qualified based on pharmaceutical industry experience.
Equity Ownership
| Metric | Amount | As-of Date |
|---|---|---|
| Beneficial ownership (shares) | 65,277 | April 8, 2025 |
| Shares outstanding (denominator) | 60,573,425 | April 8, 2025 |
| Ownership % of outstanding | ~0.11% (computed) | April 8, 2025 |
| Options outstanding (aggregate) | 100,000 shares | Dec 31, 2024 |
- Hedging/derivative restrictions: ABOS insider trading policy prohibits short sales, transactions in put/call options, hedging transactions, margin accounts or other inherently speculative transactions by directors and employees.
- Pledging: Not specifically referenced in the insider trading policy excerpt provided.
Governance Assessment
- Independence and engagement: Independent director; active member of Nominating & Corporate Governance Committee; the Board met 6 times in FY2024 with each member attending ≥75% of meetings; NGC met 3 times; structure includes an independent Chair—favorable for oversight.
- Compensation alignment: 2024 mix modestly equity-tilted (≈54% equity by grant-date fair value), with time-based vesting; 2025 shift adds RSUs to director equity, increasing guaranteed equity value and potentially reducing option-only performance sensitivity—monitor for pay-for-performance alignment.
- Ownership and skin-in-the-game: 65,277 shares beneficially owned (~0.11% of outstanding); 100,000 options outstanding—reasonable alignment for a small-cap biotech, though position size is modest relative to total shares.
- Conflicts/related-party exposure: No related-party transactions disclosed for the period; formal review policy in place; hedging/speculative trading prohibited—positive governance signals.
- RED FLAGS: None disclosed regarding related-party transactions, low attendance, pledging, or hedging; watch the 2025 RSU introduction for potential dilution and alignment implications, and monitor any future interlocks or business dealings with companies where Dr. Porter holds executive/director roles.