LeAnne M. Zumwalt
Akebia TherapeuticsAbout LeAnne M. Zumwalt
Independent director of Akebia Therapeutics since February 2021 (Class III; term expires at the 2026 annual meeting). Age 66. Career spans senior finance, investor relations, procurement, and government affairs leadership in the U.S. dialysis market, including two decades at DaVita. Holds a B.A. in Business Administration from Pacific Union College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DaVita Inc. | Group Vice President, Government Affairs | Jul 2011 – Jan 2021 | Led federal/state policy engagement for one of the largest U.S. dialysis providers |
| DaVita Inc. | Head of Purchasing Operations | 2007 – 2020 | Oversaw purchasing; scale/operator expertise relevant to payer/provider dynamics |
| DaVita Inc. | Vice President (incl. Investor Relations) | 2000 – 2011 | VP, Investor Relations 2000–2009; buy-/sell-side engagement |
| Vivra Specialty Partners, Inc. | Chief Financial Officer | 1997 – 1999 | Private healthcare services/technology firm; CFO leadership |
| Vivra Incorporated | Various executive roles incl. CFO | 1991 – 1997 | Public renal dialysis/healthcare services provider; CFO experience |
| Ernst & Young LLP | Senior Manager | Prior to 1991 | Audit/assurance; foundational accounting expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Adeptus Health Inc. (private) | Director | 2018 – 2020 | Healthcare services board experience |
| The Advisory Board Company | Director | 2001 – 2017 | Strategic advisory to healthcare/education institutions |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Board determined independent (all directors other than CEO) |
| Committees | Audit Committee – Member; Nominating & Corporate Governance Committee – Member |
| Committee Chairs | Not a chair (Audit Chair: Michael Rogers; Nominating Chair: Ronald E. Frieson) |
| Board/Committee Meetings (2024) | Board: 7; Audit: 5; Nominating & Corporate Governance: 5; (R&D: 4; Compensation: 4) |
| Attendance | Each incumbent director attended ≥75% of Board and applicable committee meetings in 2024; all directors attended the 2024 annual meeting |
| Board Leadership | Independent Chair (Adrian Adams); CEO separate from Chair; regular independent director executive sessions |
| Overboarding | Policy: ≤5 public boards (≤3 if a sitting public-company executive); evaluated regularly |
| Family Relationships | None among directors/executives |
Fixed Compensation (Non-Employee Director Program; 2024 actuals)
| Component | Policy/Amount | 2024 Actual for Zumwalt ($) |
|---|---|---|
| Board annual cash retainer | $50,000 | 65,000 total cash (matches $50k Board + $10k Audit + $5k Nominating) |
| Audit Committee member | $10,000 | Included in cash total |
| Nominating & Gov member | $5,000 | Included in cash total |
| Meeting fees | Not disclosed | — |
| 2024 Director total cash | — | 65,000 |
Performance Compensation (Equity; structure and 2024 actuals)
| Element | Structure/Terms | 2024 Actual for Zumwalt |
|---|---|---|
| Annual equity grant (2024 Prior Program) | Options: 45,000; RSUs: 30,000; both vest 1-year cliff; options 10-year term; granted at FMV | Stock awards (RSUs) grant-date fair value: $32,100; Option awards grant-date fair value: $40,733; Total 2024 equity value $72,833 |
| Initial appointment equity | Option to purchase 180,000 (Prior program) / 214,400 (Current program effective Jan 27, 2025); 3-year vesting (1/3 then quarterly) | Not applicable in 2024 (appointed 2021) |
| Annual equity (Current program effective Jan 27, 2025) | Options: 53,600; RSUs: 35,700; 1-year vest | Policy reference (forward-looking) |
| Change in control treatment | If awards are not assumed/continued/replaced, unvested Initial/Annual awards vest in full upon change in control | |
| Director comp cap (plan) | Max $750k per non-employee director per year ($1.0M initial year) |
Performance metrics for director compensation: None disclosed; director equity is time-based, not performance-conditioned .
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public company boards | None disclosed |
| Prior public company boards | The Advisory Board Company (2001–2017) |
| Private boards | Adeptus Health Inc. (2018–2020) |
| Interlocks/Related parties | No related-person transactions disclosed involving Zumwalt; company policy requires Audit Committee review/approval of any related-person transactions; none listed for her |
Expertise & Qualifications
- Dialysis industry expertise from senior roles at DaVita; extensive procurement and government affairs leadership .
- Prior CFO roles (Vivra entities) and audit background (Ernst & Young) provide finance and controls literacy; not designated as the Audit Committee financial expert (that role is held by Michael Rogers) .
- Investor relations experience (DaVita 2000–2009) supports capital markets engagement .
- Independent director status confirmed by the Board .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of Mar 31, 2025) | 189,000 shares; less than 1% of outstanding |
| Composition | 43,700 shares owned; 145,300 options exercisable within 60 days of Mar 31, 2025 |
| Company shares outstanding (denominator) | 261,644,590 (for % ownership context) |
| Hedging/Pledging | Company policy prohibits hedging and pledging by directors, officers, employees, consultants |
Director Compensation (2024 Summary)
| Metric | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 65,000 |
| Stock Awards (RSUs) – grant date value | 32,100 |
| Option Awards – grant date value | 40,733 |
| Total | 137,833 |
| Equity held at 12/31/2024 | Options: 190,300; RSUs: 30,000 |
Governance Assessment
- Independence and Committees: Independent; serves on Audit and Nominating & Governance—committees central to financial reporting integrity, board composition, ESG oversight. Audit met 5x; Nominating & Governance met 5x in 2024; all incumbent directors met ≥75% attendance; all directors attended the 2024 annual meeting—signals engagement .
- Compensation oversight context: She is not on the Compensation Committee (members: Cynthia Smith—Chair, Adrian Adams, Steven C. Gilman). The committee engages independent consultant Pearl Meyer; consultant independence affirmed—mitigates pay-setting conflicts .
- Shareholder signals: Say-on-pay support declined to 50.8% in 2024 (from 71.1% in 2023). Board/management engaged investors and tied CEO equity to share-price PSUs in Jan 2025—responsive governance action; however, ongoing monitoring warranted. Zumwalt is not on the Compensation Committee .
- Conflicts/Related-party risk: No related-person transactions disclosed for her; company maintains a formal related-person transactions policy overseen by the Audit Committee, and an insider trading policy that prohibits hedging/pledging—reduces alignment risk .
- Ownership alignment: Holds equity (shares and in-the-money options), and receives annual director equity grants (time-based). While directors lack performance-conditioned equity, the structure aligns with common small/mid-cap biotech practice; equity cap for directors at $750k further controls risk .