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Erik J. Ostrowski

Senior Vice President, Chief Financial Officer, Chief Business Officer and Treasurer at Akebia TherapeuticsAkebia Therapeutics
Executive

About Erik J. Ostrowski

Erik J. Ostrowski, 52, is Senior Vice President, Chief Financial Officer, Chief Business Officer and Treasurer of Akebia Therapeutics; he joined in June 2024 after senior finance and operating roles at AVROBIO, Summit Therapeutics, Organogenesis, and Leerink Partners, with an MBA from Chicago Booth and a BS in accounting/economics from Babson College . During 2024, Akebia achieved 100% of its corporate performance goals, including approximately $152.2M in Auryxia revenue, FDA approval and TDAPA designation for Vafseo, broad dialysis contracting, and a 24-month operating runway; executive bonuses were paid at 100% of target, pro-rated where applicable .

Past Roles

OrganizationRoleYearsStrategic Impact
AVROBIO, Inc.President; Interim CEO; CFO; TreasurerMay 2023–June 2024Led finance and interim chief executive responsibilities during transition at a public biotechnology company
AVROBIO, Inc.Chief Financial Officer; TreasurerJan 2019–May 2023Built public-company finance function and capital markets execution
Summit Therapeutics plcChief Financial Officer2014–2018Public biotech CFO across clinical programs and financing
Organogenesis Inc.Vice President of FinanceJul 2010–Jun 2014Operational finance leadership for regenerative medicine products
Leerink Partners LLCDirector, Investment BankingBefore 2010Biopharma advisory and capital markets experience
Coopers & Lybrand (PwC)AccountantEarly careerFoundation in accounting/audit

External Roles

OrganizationRoleYearsNotes
Faron Pharmaceuticals OyDirectorApr 2022–Apr 2024Public biopharma board experience

Fixed Compensation

YearBase Salary (Paid)Annualized Base SalaryTarget Bonus %Actual Bonus PaidAll Other CompensationTotal
2024$284,414 $540,000 45% $127,825 (pro‑rated) $573 $1,215,122

Notes:

  • Joined June 2024 and eligible for pro-rated bonus at 100% corporate achievement .

Performance Compensation

Annual Cash Bonus

TypeMetricWeightingTargetActual AchievementPayoutVesting
Annual Bonus (Cash)Corporate performance goals (Auryxia revenue, Vafseo approval/TDAPA/launch, dialysis contracting, pipeline and financing) 100% corporate 45% of base salary 100% corporate goal achievement $127,825 (pro‑rated from $243,000 target) Cash, no vesting

Equity Awards Granted in 2024

Grant TypeGrant DateShares GrantedGrant Date Fair ValueVestingNotes
RSU (Inducement)Jun 28, 2024350,000 $357,000 One‑third on each of the 1st, 2nd, 3rd anniversaries of grant, subject to service Change‑in‑control acceleration per RSU agreement/ESA
Stock Options (Inducement)Jun 28, 2024500,000 $445,310 25% on first anniversary; remaining 75% in equal quarterly installments over 3 years, subject to service Exercise price $1.02; expires Jun 28, 2034

Vesting Schedules (specific dates/share amounts):

  • RSUs: 116,667 shares vest on Jun 28, 2025, 116,667 on Jun 28, 2026, 116,666 on Jun 28, 2027 (one‑third each) .
  • Options: 125,000 options vest on Jun 28, 2025; 31,250 options vest quarterly thereafter for 12 quarters through Jun 28, 2028 (75% ÷ 12 quarters) .

Equity Ownership & Alignment

ItemValue
Beneficial ownership (as of Mar 31, 2025)0 shares; <1% of outstanding
Unvested RSUs outstanding (Dec 31, 2024)350,000 units; market value $665,000 at $1.90 closing price
Unexercisable options outstanding (Dec 31, 2024)500,000 at $1.02 strike; expiring 6/28/2034
Hedging & pledgingProhibited by Insider Trading Policy; no margin accounts or pledges allowed
ClawbackExecutive Compensation Recovery Policy adopted Nov 2023; all executives bound

Interpretation:

  • Alignment rises as RSUs and options vest beginning June 2025; prohibition on hedging/pledging mitigates misalignment risk . Change‑in‑control terms accelerate equity, which can dilute long‑term retention if a transaction occurs (see Employment Terms) .

Employment Terms

ProvisionKey Terms
Executive Severance Agreement (ESA)If terminated without cause or resigns for good reason (non‑CIC): 12 months base salary continuation and up to 12 months COBRA reimbursement; unvested equity continues to vest during severance period .
Change‑in‑Control (CIC) terminationWithin 12 months post‑CIC, if terminated without cause or resigns for good reason: 12 months base salary continuation; up to 12 months COBRA; 50% of annual target bonus, pro‑rated .
Equity acceleration100% of outstanding, unvested equity accelerates upon a CIC, irrespective of termination (single‑trigger equity) .
280G cutbackPayments subject to cutback to avoid excise tax, if beneficial on net after‑tax basis .
Clawback & restrictionsCompensation subject to Recovery Policy; restrictive covenants apply per ESA; hedging/pledging prohibited .

Change‑in‑control structure: cash benefits are effectively double‑trigger (require termination in CIC window), while equity acceleration is single‑trigger on CIC close .

Performance & Track Record

  • 2024 corporate goals achieved 100%, including ~$152.2M Auryxia revenue, nearly 100% dialysis contracting for Auryxia/Vafseo, FDA approval and TDAPA for Vafseo effective Jan 1, 2025, pipeline advancement and funding runway of at least 24 months .
  • His 2024 bonus paid at 100% of target on a pro‑rated basis given June 2024 start .

Say‑on‑Pay & Shareholder Feedback

  • Advisory say‑on‑pay support: 71.1% in 2023; 50.8% in 2024; management engaged investors and added share‑price linked PSUs for CEO in 2025 in response to feedback .

Compensation Structure Analysis

  • Mix: Time‑based options and RSUs split roughly 50/50 for annual long‑term incentive grants (market‑aligned) . 2024 grants for Ostrowski were inducement awards with standard vesting, not PSUs .
  • Risk controls: Prohibition on hedging/pledging; clawback policy adopted Nov 2023; no tax gross‑ups in ESAs .
  • Plan design: Amended 2023 Plan proposes minimum vesting, no evergreen, no repricing without shareholder approval; stockholder‑friendly features balanced against equity needs .

Equity Plan Supply and Overhang (Context)

  • As of Mar 31, 2025: 18.47M options outstanding (WAEP $3.09, WART 7.53 yrs); 7.11M RSUs; 350.5K PSUs; 4.40M shares available under 2023 Plan; requested 18.9M additional shares (total available 23.30M); potential overhang 11.8% (19.1% including requested shares) vs peer medians cited .

Investment Implications

  • Retention outlook: Significant unvested equity begins vesting June 2025; ESA provides 12 months salary and continued equity vesting on non‑CIC termination, supporting retention but also smoothing departure risk .
  • Alignment: Large time‑based RSU/option package aligns upside to share appreciation; hedging/pledging bans strengthen alignment; however single‑trigger equity acceleration on CIC can reduce post‑deal retention incentives and increase dilution on change in control .
  • Trading signals: RSU vest dates and quarterly option vesting create predictable supply events starting Jun 28, 2025; monitor Form 4s around vestings and blackout windows given insider trading policy .
  • Governance sentiment: Decline in 2024 say‑on‑pay support (50.8%) suggests investor scrutiny; management response focused on adding TSR‑linked PSUs for CEO in 2025, but Ostrowski’s 2024 package was time‑based; continued alignment to value creation will be a focus point for investors .