Yuan Xu
About Yuan Xu
Yuan Xu, Ph.D., age 57, has served as an independent director of Akero Therapeutics since April 2021 and is a Class II director with a term expiring at the 2027 Annual Meeting. She holds a B.S. in biochemistry (Nanjing University), a Ph.D. in biochemistry (University of Maryland), and completed post-doctoral training in virology and gene therapy at the University of California, San Diego .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Legend Biotech Co. (Nasdaq: LEGN) | Chief Executive Officer and Director | Mar 2018 – Aug 2020 | Led company through discovery, development and commercialization phases |
| Merck & Co., Inc. | Senior Vice President | Aug 2015 – Aug 2017 | Led biologics and vaccines discovery, development and commercialization |
| Gilead Sciences, Inc. | Vice President of Biologics; Site Head | Mar 2014 – Aug 2015 | Led biologics function and site operations |
| Novartis AG; Amgen Inc.; Chiron, Inc.; GlaxoSmithKline PLC; Genentech Inc. | Various roles | Not disclosed | Senior leadership and scientific roles across major biopharma |
External Roles
| Organization | Role | Status |
|---|---|---|
| Fate Therapeutics, Inc. (Nasdaq: FATE) | Director | Current |
| Xilio Therapeutics, Inc. (Nasdaq: XLO) | Director | Current |
| National Resilience, Inc. | Scientific Advisory Board & Manufacturing Advisory Board | Current |
Board Governance
- Independence: The Board determined all directors except the CEO (Dr. Cheng) are independent under Nasdaq and SEC rules; Xu is independent .
- Board leadership: Independent chair (Mark Iwicki); roles of chair and CEO are separated .
- Committee memberships and chairs:
- Compensation Committee: Member (Xu); Chair: Mark Iwicki; met 5 times in FY2024 .
- Nominating & Corporate Governance Committee: Member (Xu); Chair: Tomas Heyman; met 2 times in FY2024 .
- Audit Committee: Xu is not a member; Audit Chair: Jane Henderson; met 4 times in FY2024 .
- Attendance: Board met 4 times in 2024; each director attended/participated in ≥75% of aggregate Board and committee meetings; six directors attended the June 7, 2024 Annual Meeting .
| Committee | Xu Membership | Chair | FY2024 Meetings |
|---|---|---|---|
| Compensation | Member | Mark Iwicki | 5 |
| Nominating & Corporate Governance | Member | Tomas Heyman | 2 |
| Audit | Not a member | Jane Henderson | 4 |
| Board | Director | Independent Chair: Mark Iwicki | 4 |
Fixed Compensation
| Component | Policy Amount ($) | 2024 Actual for Xu ($) |
|---|---|---|
| Board Member Annual Retainer | 40,000 | Included in total cash |
| Compensation Committee Member Retainer | 7,500 | Included in total cash |
| Nominating & Corporate Governance Committee Member Retainer | 5,000 | Included in total cash |
| Total Fees Paid in Cash | — | 52,500 |
Notes: Policy fees are paid quarterly in arrears and prorated if service changes mid-quarter .
Performance Compensation
| Award Type | Shares | Grant Timing | Vesting | 2024 Grant Date Fair Value ($) |
|---|---|---|---|---|
| Initial Director Stock Options | 52,000 | Upon joining Board | Vests monthly over 3 years, subject to service | Not separately disclosed for 2024 (initial awards policy) |
| Annual Director Stock Options | 26,000 per year | At each Annual Meeting | Vests in full by next Annual Meeting or 1st anniversary, subject to service | 434,632 (aggregate grant date fair value of 2024 option award for Xu) |
Additional practices: Fixed grant timing outside blackout periods; option exercise price equals closing price on grant date; designed to avoid MNPI and opportunistic timing .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Fate Therapeutics (FATE) | Director | No Akero-related transactions disclosed |
| Xilio Therapeutics (XLO) | Director | No Akero-related transactions disclosed |
| National Resilience, Inc. | Advisory Boards | No Akero-related transactions disclosed |
Expertise & Qualifications
- Extensive leadership in biologics and vaccines across Merck, Gilead; CEO experience at Legend Biotech; roles at major biopharma firms (Novartis, Amgen, GSK, Genentech) .
- Advanced scientific training (Ph.D.; postdoctoral in virology and gene therapy) .
- Current oversight roles on biotech boards (FATE, XLO) and manufacturing/scientific advisory roles, relevant to Akero’s development programs .
Equity Ownership
| Metric | Value | As-of Date |
|---|---|---|
| Beneficial Ownership (Total Shares) | 95,000; less than 1% | April 10, 2025 |
| Composition of Beneficial Ownership | Consists entirely of options exercisable within 60 days | April 10, 2025 |
| Options Outstanding (Aggregate) | 95,000 (69,000 exercisable; 26,000 unvested) | Dec 31, 2024 |
| Shares Outstanding (for % calc reference) | 79,679,222 | April 10, 2025 |
| Hedging/Pledging Status | Company policy prohibits hedging/pledging by directors | Current policy |
Governance Assessment
- Independence and committee engagement: Xu is independent and serves on two key committees (Compensation; Nominating & Corporate Governance), with regular meeting cadence, supporting board effectiveness .
- Attendance: Board and committee participation met the ≥75% threshold in 2024, indicating adequate engagement; Annual Meeting attendance by six directors underscores commitment to stockholder interaction .
- Pay mix and alignment: Cash fees are modest and consistent with policy (Board + committee retainers summing to $52,500), with the majority of director compensation delivered in stock options ($434,632 grant date fair value), aligning incentives with long-term shareholder value; structured grant timing mitigates MNPI risk .
- Ownership: Xu’s beneficial ownership consists of options (95,000), with clear disclosure of exercisable vs. unvested status; no pledging or hedging permitted under policy (alignment positive) .
- Conflicts and related-party exposure: Company reports no related-party transactions involving directors since January 1, 2024; Audit Committee reviews and must approve any related-person transactions under formal policy (risk control positive) .
- Committee leadership structure: Independent chair; clear separation of chair and CEO roles; Compensation Committee report signed by Xu demonstrates active oversight of executive compensation disclosures .
Red Flags: None identified related to Xu. No late Section 16 filings for Xu (late filings were reported for other individuals), no related-party transactions, and hedging/pledging is prohibited by policy .