Sharon Shacham
About Sharon Shacham
Independent director since October 2020; age 54. Former founder and long‑time R&D leader at Karyopharm Therapeutics, where she led the discovery and approval of selinexor (Xpovio), and currently Managing Director at E44 Ventures. Education: B.S. in chemistry, Ph.D. in biophysical chemistry, and M.B.A., all from Tel Aviv University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Karyopharm Therapeutics Inc. | Founder; CSO (2010–2022); President (2013–2021); President R&D (2012–2021); CEO (2010–2011) | 2008–2022 | Led discovery and clinical development of selinexor (Xpovio), a first‑in‑class XPO1 inhibitor approved in multiple oncology indications . |
| Predix Pharmaceuticals / Epix Pharmaceuticals | Director, Algorithms & Software; SVP, Drug Development (after 2006 merger) | Pre‑2006–2006+ | Drug development leadership across computational and development functions . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| E44 Ventures | Managing Director | Since June 2022 | Co‑founded VC firm; focuses on biotechnology investments . |
Board Governance
- Independence: Board determined she is independent under Nasdaq rules; serves as a non‑employee director .
- Committee assignments: Compensation Committee member (committee chaired by Charles Baum); no chair role; not on Audit or Nominating & Governance .
- Meetings: 2024 Board met 5 times; Compensation Committee met 4 times; each director attended at least 75% of Board and applicable committee meetings in 2024 .
- Tenure on ACRV Board: Director since October 2020 .
| Governance Aspect | Status/Detail |
|---|---|
| Independence status | Independent director under Nasdaq rules . |
| Committees (2024) | Compensation Committee member; Compensation Committee met 4 times . |
| Board meetings (2024) | Board met 5 times . |
| Attendance (2024) | ≥75% of meetings for Board and all committees served . |
| Years of service | Director since Oct 2020 . |
Fixed Compensation
| Component | Policy Amount (USD) | Notes |
|---|---|---|
| Annual Board retainer | $40,000 | Non‑employee director cash retainer . |
| Compensation Committee member retainer (non‑chair) | $7,500 | Additional cash retainer for non‑chair members . |
| 2024 cash fees (actual) | $50,000 | Fees earned in FY2024 . |
Performance Compensation
Time‑based stock options only; no performance‑conditioned RSUs/PSUs for directors. Options have 10‑year term, strike at grant‑date fair market value; annual awards vest monthly over 1 year; initial awards vest monthly over 3 years; all director options fully vest upon a change‑of‑control .
| Item | FY 2024 (USD unless noted) | Terms |
|---|---|---|
| Option awards (grant‑date fair value) | $92,286 | Aggregate fair value per ASC 718 . |
| Option vesting (policy) | Annual awards vest monthly over 1 year; initial awards monthly over 3 years | Time‑based vesting; 10‑year term; exercise price at FMV . |
| Change‑of‑control treatment | Full acceleration of director options | Single‑trigger vesting of options upon CoC under director policy . |
No director performance metrics (revenue, EBITDA, TSR, ESG) tied to pay are disclosed for non‑employee directors; compensation structure is cash retainers plus time‑vested stock options .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None listed for Dr. Shacham in ACRV’s proxy biography . |
| Notable board network context | ACRV’s director Derek DiRocco is a partner at RA Capital (26.7% holder) and serves on multiple public biotech boards; Palani holds a public board seat at Pyxis Oncology and chaired Nominating & Governance at ACRV; these are broader board interlocks, not attributed to Dr. Shacham . |
Expertise & Qualifications
- Oncology R&D leader with first‑in‑class drug approval (selinexor/Xpovio) and extensive clinical development experience .
- Senior operating experience (CSO/President) in publicly traded biotech; strong industry networks via E44 Ventures .
- Advanced scientific and business education (Ph.D., M.B.A.) .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Sharon Shacham, Ph.D., M.B.A. | 51,595 | <1% | Consists solely of options exercisable within 60 days of April 21, 2025 . |
| Options outstanding (as of 12/31/2024) | 55,510 | — | Total options outstanding at year‑end; fair value of 2024 option awards $92,286 . |
| Shares outstanding (record date) | 31,354,984 | — | Record date for 2025 meeting . |
No pledging/hedging by Dr. Shacham is disclosed; ACRV maintains an Insider Trading Policy covering directors and employees .
Governance Assessment
- Board effectiveness and independence: Shacham is an independent, experienced R&D operator serving on the Compensation Committee; the committee is fully independent under Nasdaq rules, with no 2024 interlocks requiring disclosure, supporting governance quality .
- Attendance and engagement: Met the ≥75% attendance threshold amid 5 Board and 4 Compensation Committee meetings in 2024, indicating baseline engagement; no meeting‑specific shortfalls are disclosed .
- Alignment and ownership: Beneficial ownership is limited (<1%, 51,595 options exercisable), suggesting modest personal “skin‑in‑the‑game”; director pay mix skews to time‑vested options rather than performance‑tied equity .
- Change‑of‑control terms: Single‑trigger full acceleration of director options upon CoC is shareholder‑sensitive to deal outcomes but not performance‑linked; watch for balance of equity grants over time .
- Related‑party exposure: No Item 404 related‑party transactions disclosed for Shacham; the Board’s independence review explicitly considered director relationships and Palani’s advisory agreement ($29,250 in 2024), with independence affirmed—reduce risk of compensation committee conflicts but note advisory relationship as a minor sensitivity .
Overall, Shacham brings strong oncology R&D credentials and independent oversight on compensation. Key investor watch‑outs are low direct ownership and time‑based option awards with CoC acceleration; however, no personal related‑party transactions or independence concerns are disclosed .