Derek DiRocco
About Derek DiRocco
Independent director at Acrivon Therapeutics since November 2021 (age 44). Partner at RA Capital Management since December 2020 (previously principal 2017–2020), with extensive board experience across biotechnology; current public boards include 89Bio, Mineralys Therapeutics, and Werewolf Therapeutics. Education: B.A. in biology (College of the Holy Cross), Ph.D. in pharmacology (University of Washington), postdoctoral research at Brigham & Women’s Hospital/Harvard Medical School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RA Capital Management | Partner; previously Principal | Partner since Dec 2020; Principal 2017–2020 | Multi-stage healthcare investing; company formation and evidence-based investing |
| iTeos Therapeutics (past) | Director | Not disclosed | Past public company directorship |
| Connect Biopharma (past) | Director | Not disclosed | Past public company directorship |
| Achilles Therapeutics plc (past) | Director | Not disclosed | Past public company directorship |
| Day One Biopharmaceuticals Inc. (past) | Director | Not disclosed | Past public company directorship |
| CanBridge (past) | Director | Not disclosed | Past directorship |
External Roles
| Company | Exchange | Role | Start |
|---|---|---|---|
| 89Bio, Inc. | Nasdaq | Director | April 2018 |
| Werewolf Therapeutics, Inc. | Nasdaq | Director | December 2020 |
| Mineralys Therapeutics, Inc. | Nasdaq | Director | June 2022 |
| Acrivon Therapeutics, Inc. | Nasdaq | Independent Director | November 2021 |
Board Governance
- Independence: Board determined Derek DiRocco is independent under Nasdaq rules .
- Attendance: Each director attended at least 75% of Board and applicable committee meetings in 2023 and 2024 .
- Committee work and evolution: | Committee | 2023 | 2024 | 2025 | |---|---|---|---| | Audit | Member | Member | Member | | Compensation | Member | Member | Not listed as member | | Nominating & Corporate Governance | Chair | Chair | Member (Chair moved to Palani) |
- Meetings held: Board 6 (2023), Audit 4, Compensation 4, Nominating 1 ; Board 5 (2024), Audit 4, Compensation 4, Nominating 0 (acted by written consent) .
Fixed Compensation
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Acrivon’s non‑employee director cash retainers: | Cash Component | Amount (USD) | |---|---| | Annual Director Retainer | $40,000 | | Lead Independent Director | $20,000 | | Audit Chair | $15,000 | | Audit Member (non‑chair) | $7,500 | | Compensation Chair | $15,000 | | Compensation Member (non‑chair) | $7,500 | | Nominating & Governance Chair | $10,000 | | Nominating & Governance Member (non‑chair) | $5,000 |
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Actual fees paid to Derek DiRocco: | Metric | 2023 | 2024 | |---|---|---| | Fees Earned or Paid in Cash (USD) | $65,000 | $58,750 | | Notes | Member of Audit, Compensation; Chair of Nominating | Member of Audit; Chair of Nominating; Compensation Member (fees pro‑rated vs policy schedule) |
Performance Compensation
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Equity awards policy (non‑employee directors): | Award Type | Grant Date/Eligibility | Grant Date Fair Value | Share Cap | Vesting | Term/Exercise Price | |---|---|---|---|---|---| | Initial Option | Upon appointment/election | $315,000 | ≤32,500 shares | Monthly over 3 years | 10 years; exercise price = FMV at grant | | Annual Option | At annual meeting; ≥1 year of service required | $210,000 | ≤20,275 shares | Monthly over 1 year (fully vested by next annual meeting) | 10 years; exercise price = FMV at grant |
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Derek DiRocco equity awards and outstanding options: | Metric | 2023 | 2024 | |---|---|---| | Option Awards (Grant Date Fair Value, USD) | — | $92,286 | | Options Outstanding (shares, at FY end) | 35,235 | 55,510 |
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Performance metrics tied to director compensation: None disclosed; director pay consists of fixed cash retainers and time‑based stock options (no TSR, revenue, EBITDA, or ESG metrics specified) .
Other Directorships & Interlocks
| Relationship | Detail | Governance Consideration |
|---|---|---|
| RA Capital affiliation | DiRocco is a Partner at RA Capital | Potential conflict given RA Capital’s large ownership; addressed via independence determination and related‑party review policies |
| RA Capital ownership | RA Capital beneficially owned 8,359,102 shares (26.7%) as of April 21, 2025 | Significant influence; Board considered these relationships in independence assessments |
| April 8, 2024 private placement | RA Capital purchased 3,530,000 shares at $8.50 ($30,005,000) alongside other >5% holders (Perceptive, Sands, Citadel) | Related‑party transaction oversight falls to Audit Committee under written policy |
Expertise & Qualifications
- Extensive experience as a biotech investor and director across public and private companies; current boards: 89Bio, Werewolf Therapeutics, Mineralys Therapeutics .
- Scientific training (Ph.D. pharmacology) and postdoctoral research; prior roles at RA Capital and multiple board seats enhance capital markets and R&D oversight skill mix .
Equity Ownership
| Metric | Apr 22, 2024 | Apr 21, 2025 |
|---|---|---|
| Beneficial Ownership (shares) | 19,575 | 51,595 |
| Beneficial Ownership (%) | <1% | <1% |
| Note | Directors’ amounts reflect rights to acquire within 60 days (primarily options) | Directors’ amounts reflect options exercisable within 60 days |
Governance Assessment
- Committee effectiveness and changes: DiRocco has served on Audit and Compensation and chaired Nominating & Governance (2023–2024), rotating to member status in 2025 as N&G chair moved to Palani—suggests healthy refresh and clear delineation of roles .
- Independence and attendance: Board affirmed independence (despite RA Capital affiliation) and DiRocco met the ≥75% attendance threshold in 2023 and 2024—supports investor confidence in governance discipline .
- Director pay and alignment: Compensation mix is moderate cash plus time‑based options; 2024 option grant recorded at $92,286 with 55,510 options outstanding at FY‑end—aligns incentives to long‑term equity value without performance metrics or meeting fees .
- Potential conflicts and oversight: RA Capital’s 26.7% stake and participation in 2024 financing are material interlocks; Acrivon’s related‑party policy assigns review to the Audit Committee, and the Board explicitly considered these relationships in independence determinations. Continued transparency on recusals and transaction reviews is key .
- RED FLAGS: None disclosed regarding Section 16 delinquency for DiRocco; Company noted late Forms 4 for certain officers in Nov 2024 not including DiRocco . Monitor RA‑linked transactions for ongoing conflict management and any compensation changes that increase guaranteed pay or reduce at‑risk equity .