Adora Ndu
ACADIA PHARMACEUTICALSAbout Adora Ndu
Adora Ndu, Pharm.D., J.D., age 44, has served as an independent director of Acadia Pharmaceuticals since October 2022. She is Chief Regulatory Officer & EVP, Portfolio Strategy and Management at BridgeBio Pharma (roles since Jan 2022; interim legal officer Oct 2022–Sep 2023) and previously held senior regulatory roles at BioMarin and served as Division Director at the FDA; she is adjunct faculty at Johns Hopkins University and previously at University of Maryland . Her board tenure at ACAD is ~3 years; core credentials span regulatory strategy, policy, and drug development .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BridgeBio Pharma Inc. | Chief Regulatory Affairs Officer; Chief Regulatory & Interim Legal Officer; Chief Regulatory Officer & EVP, Portfolio Strategy and Management | Jan 2022–present; Oct 2022–Sep 2023 (interim legal); since Oct 2024 in EVP role | Led regulatory strategy and portfolio management across programs |
| BioMarin Pharmaceutical Inc. | Group VP, Worldwide R&D Strategy, Scientific Collaborations & Policy; VP Regulatory Affairs, Policy, Research, Engagement & International; Exec/ Sr Director Regulatory Affairs | Jan 2021–Jan 2022; Mar 2019–Dec 2020; Sep 2017–Mar 2019; Feb–Sep 2017 (Sr Dir) | Built global regulatory and policy functions; external engagement |
| U.S. Food and Drug Administration | Division Director, Division of Medical Policy Development; prior roles 2008–2016 | 2008–2016 | Led medical policy development; regulatory oversight |
| Academia | Adjunct Faculty (Johns Hopkins University since 2019; Univ. of Maryland 2016–2019) | 2016–present | Teaching and mentorship in regulatory science |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DBV Technologies S.A. (public) | Director | Current | Governance oversight (committee details not disclosed) |
Board Governance
- Independence: The Board determined all directors are independent except the CEO; Ndu is independent under Nasdaq standards .
- Committee memberships (2024): Nominating & Corporate Governance Committee (member; succeeded Laura Brege on Nov 13, 2024) and Scientific Advisory Committee (member) .
- Committee chairs: None (not a chair) .
- Board leadership: Independent, non-executive Chair (Stephen R. Biggar); regular executive sessions of independent directors at least quarterly .
- Attendance: Board met 16 times in 2024; all directors attended at least 75% of Board and committee meetings on which they served .
| Committee | Role | Meetings in 2024 | Notes |
|---|---|---|---|
| Nominating & Corporate Governance (NCG) | Member | 1 | Joined Nov 13, 2024 (succeeded Brege) |
| Scientific Advisory Committee | Member | 6 | Ongoing member |
Fixed Compensation
| Component | ACAD Policy (2024) | Ndu’s 2024 Amount |
|---|---|---|
| Annual Board retainer (cash) | $50,000 | Included in total fees |
| Committee member retainers | Comp: $10,000; Audit: $10,000; NCG: $5,000; Scientific Advisory: $10,000 | Included in total fees (NCG + Scientific Advisory) |
| Chair retainers | Board Chair $30,000; Audit Chair $20,000; Comp Chair $20,000; NCG Chair $10,000; Scientific Advisory Chair $20,000 | Not applicable (not a chair) |
| Total cash fees earned | — | $132,083 |
Performance Compensation
| Grant Type | Grant Date | Quantity | Exercise Price / Terms | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Stock Options | May 29, 2024 | 15,959 | $14.62 | $138,894 | Vest quarterly over one year; final tranche at earlier of one year or next annual meeting |
| RSUs | May 29, 2024 | 9,387 | — | $137,238 | Vest in full at earlier of one year or next annual meeting |
- Non-employee director equity mix: annual awards totaling $300,000 split $150k options / $150k RSUs, dollar-denominated; vesting schedules as above .
- Insider transaction reference: Form 4 filed May 31, 2024 documents RSU grant mechanics (contingent right to common stock) .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Overlap |
|---|---|---|
| DBV Technologies S.A. | Director | Another ACAD director (Daniel B. Soland) also serves on DBV’s board, creating a shared external board tie . Ndu also serves on DBV’s board . |
- No related-party transactions disclosed involving Ndu; ACAD has a formal related-person transaction review policy administered by the Audit Committee .
Expertise & Qualifications
- Degrees: Pharm.D. (Howard University), J.D. (University of Maryland Carey School of Law) .
- Regulatory leadership: FDA Division Director; senior regulatory and policy roles at BioMarin; CRO/EVP at BridgeBio covering portfolio strategy .
- Academic engagement: Adjunct faculty (Johns Hopkins since 2019; prior University of Maryland) .
- Board skills matrix highlights drug discovery/development/regulatory and independence across ACAD’s board composition (matrix summarized in proxy) .
Equity Ownership
| Item | Quantity | Notes |
|---|---|---|
| Total beneficial ownership | 52,505 shares | <1% of shares outstanding (star in table denotes less than one percent); based on 166,788,517 shares outstanding at measurement date |
| Directly owned shares | 15,414 | As of Feb 15, 2025 measurement date |
| Options exercisable within 60 days | 37,091 | Included in beneficial ownership computation |
| RSUs outstanding (12/31/2024) | 9,387 | Granted May 29, 2024; vest at earlier of one year or next annual meeting |
| Hedging/Pledging | Prohibited for directors under Insider Trading Policy | |
| Director stock ownership guideline | 5x annual cash retainer ($250,000) | Options and unearned performance awards do not count; RSUs count; directors either compliant or have time to meet guidelines |
Governance Assessment
-
Strengths:
- Independent status and regulatory/legal expertise strengthen NCG effectiveness and scientific oversight via the Scientific Advisory Committee .
- Sound director pay structure: cash retainers plus time-based equity with standard vesting; no option repricing; hedging/pledging prohibited; stock ownership guidelines in place .
- Attendance at least 75% and participation across committees; independent chair ensures regular executive sessions .
-
Potential risks/monitoring points:
- External commitments: Senior executive role at BridgeBio and DBV directorship raise time-allocation considerations; monitor meeting attendance and engagement (no shortfall disclosed for 2024) .
- Interlock: Shared DBV board seat with ACAD director Daniel Soland could create information-flow dynamics; ensure robust related-party review (no ACAD–DBV transactions disclosed) .
-
Signals to investors:
- Director compensation and ownership policies align with shareholder-friendly practices; equity is time-based with clear vesting, and ownership guidelines plus trading restrictions bolster alignment .
- Board refresh and committee updates in Nov 2024 (adding Ndu to NCG) suggest active governance management and skill alignment with ACAD’s pipeline and regulatory needs .
RED FLAGS: None disclosed specific to Ndu—no related-party transactions, no hedging/pledging, and no attendance issues reported .