James M. Daly
About James M. Daly
Independent director at Acadia Pharmaceuticals since January 2016; age 63. Former Executive Vice President and Chief Commercial Officer at Incyte and senior commercial leader at Amgen and GlaxoSmithKline, with a track record of launching major biologics. Education: B.S. in Pharmacy and MBA, University at Buffalo (SUNY). Currently serves on public company boards Argenx SE and Madrigal Pharmaceuticals, bringing deep commercial biopharma expertise to ACAD’s board .
Past Roles
| Organization | Role | Tenure/Timing | Committees/Impact |
|---|---|---|---|
| Incyte Corporation | Executive Vice President & Chief Commercial Officer | Oct 2012–Jun 2015 | Led commercial function . |
| Amgen, Inc. | Senior Vice President, North America Commercial Operations; Global Marketing & Commercial Development; VP & GM Oncology | 10 years (prior to Incyte) | Led successful launches: Aranesp, Neulasta, Vectibix, Nplate, Xgeva, Prolia . |
| Glaxo Wellcome/GlaxoSmithKline | Senior Vice President, GM Respiratory & Anti-Infective | 16+ years | Led U.S. launch of Advair . |
External Roles
| Company | Role | Status | Notes |
|---|---|---|---|
| Argenx SE | Director | Current | Public company board . |
| Madrigal Pharmaceuticals, Inc. | Director | Current | Public company board . |
| Chimerix Inc. | Director | Prior (past 5 years) | Public company . |
| Bellicum Pharmaceuticals, Inc. | Director | Prior (past 5 years) | Public company . |
| Halozyme Therapeutics, Inc. | Director | Prior (past 5 years) | Public company . |
Board Governance
- Independence: Board affirmatively determined all current directors are independent except the CEO; Daly is independent under Nasdaq rules .
- Committee memberships (2024): Audit Committee member; Compensation Committee member; not a chair .
- Formal committee reports: Listed on the Audit Committee report; listed on the Compensation Committee report .
- Board leadership: Independent, non-executive Chair separates oversight from management .
- Executive sessions: Independent directors meet at least quarterly in executive session .
- Attendance: Board met 16 times in 2024; all directors attended at least 75% of Board and committee meetings .
Fixed Compensation
Director cash compensation program (2024):
| Element | Amount (USD) |
|---|---|
| Annual Board retainer | $50,000 |
| Board Chair retainer | $30,000 |
| Audit Chair | $20,000 |
| Audit Member (non-Chair) | $10,000 |
| Compensation Chair | $20,000 |
| Compensation Member (non-Chair) | $10,000 |
| Nominating & Corporate Governance Chair | $10,000 |
| Nominating & Corporate Governance Member | $5,000 |
| Scientific Advisory Committee Chair | $20,000 |
| Scientific Advisory Committee Member | $10,000 |
Daly’s 2024 cash fees and equity grant values (as reported):
| Item | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $122,083 | Includes Board retainer and applicable committee retainers . |
| Option Awards (grant date fair value) | $138,894 | 15,959 options granted 5/29/2024 at $14.62 strike . |
| Stock Awards (RSUs grant date fair value) | $137,238 | 9,387 RSUs granted 5/29/2024 . |
Performance Compensation
Director equity award structure (ongoing program):
| Component | Target Fair Value | Vesting |
|---|---|---|
| Annual Stock Options | $150,000 | Quarterly over 1 year; final tranche vests at 1 year or next annual meeting . |
| Annual RSUs | $150,000 | Vest in full at 1 year or next annual meeting . |
| New Director Inducement (Options) | $150,000 | Equal annual installments over 2 years . |
| New Director Inducement (RSUs) | $150,000 | Equal annual installments over 2 years . |
2024 Daly grants and vesting specifics:
- Options: 15,959 at $14.62 granted on May 29, 2024; standard director vesting applies .
- RSUs: 9,387 granted on May 29, 2024; standard director vesting applies .
Note: ACAD’s director equity compensation is time-based (no TSR/operational metrics), aligning directors with shareholder outcomes via equity ownership rather than formulaic performance metrics .
Other Directorships & Interlocks
- Compensation Committee Interlocks: ACAD discloses the committee consists of Biggar (Chair), Daly, and Garofalo; no member has ever been an ACAD officer/employee; no interlocks involving ACAD executives at other companies’ compensation committees .
- Related-party transactions: The proxy includes ACAD’s related-person transaction policy and process; no related-person transactions involving Daly are disclosed in the 2025 proxy .
Expertise & Qualifications
- Deep commercial biopharma leadership (Incyte, Amgen, GSK) with multiple blockbuster launches; strong strategic marketing and P&L oversight credentials .
- Pharmacy background (B.S.) and MBA supports domain and managerial rigor .
- Current public company board experience (Argenx, Madrigal) enhances governance and market perspective .
Equity Ownership
Beneficial ownership as of February 15, 2025 (Measurement Date):
| Holder | Shares Owned Directly | Options Exercisable within 60 days | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|
| James M. Daly | 24,654 | 108,348 | 133,002 | <1% (outstanding shares: 166,788,517) . |
- Outstanding director awards as of 12/31/2024 for Daly: aggregate 112,338 options and 9,387 RSUs (cumulative granted/vested status per table footnotes) .
- Hedging/pledging: Prohibited for directors and designated insiders under ACAD’s Insider Trading Policy .
- Director stock ownership guidelines: 5x regular annual cash retainer ($250,000 equivalent); counts owned shares and unvested time-based RSUs; 50% retention until met; compliance status across non-employee directors is in compliance or within allowed timeframe .
Governance Assessment
- Board effectiveness: Daly is an active member of both Audit and Compensation Committees, contributing to financial oversight, pay governance, and risk monitoring (including cybersecurity oversight within Audit broadly) .
- Independence & engagement: Affirmed independent; formal participation in committee reports; attendance threshold met; quarterly executive sessions support independent oversight .
- Alignment: Director compensation mix balances cash retainers with equity (options and RSUs) that vest on service, reinforcing shareholder alignment without incentivizing short-term metrics; RSUs count toward ownership guidelines; hedging/pledging prohibitions strengthen alignment .
- Conflicts and related-party exposure: No related-person transactions involving Daly disclosed; ACAD’s policy requires Audit Committee review and recusal for any such matters, mitigating conflict risk .
- RED FLAGS: None disclosed specific to Daly—no hedging/pledging, no related-party transactions, and independence affirmed; multiple external directorships noted but no interlocks or attendance issues reported .