Martin Joyce
Aldeyra TherapeuticsAbout Martin Joyce
Martin J. Joyce, M.B.A. (age 71) has served as an independent director of Aldeyra Therapeutics, Inc. since October 2013. He is designated the audit committee chair and “audit committee financial expert,” with a career spanning leadership roles across medical device, biotechnology, and pharmaceutical companies; he holds a B.S. in finance from Northeastern University and an M.B.A. from Suffolk University. Aldeyra’s Board determined he is independent under Nasdaq rules and Rule 10A-3, and all non-employee directors other than the CEO are independent.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lucid Inc. | Chief Financial Officer | Mar 2011 – Jul 2012 | Early-stage skin cancer diagnostic company; CFO oversight of finance in startup context |
| BioSphere Medical | EVP & CFO; CFO & VP | Sep 2004 – Sep 2010 | Public medtech company; public-company financing and operations leadership |
| Stratex Group LLC | Managing Partner | Jan 2001 – Sep 2004 | Biopharma executive services to early-stage cos & VCs |
| Serono Inc. (North America) | Chief Financial Officer | 1996 – Jan 2001 | Biotech CFO; prior senior roles in finance, sales, marketing, manufacturing (1987–1996) |
| Millipore Corporation | Various roles | Prior to Serono | High technology bioscience company experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Life Science Industry (independent) | Consultant | Since 2012 | Advises biotech/pharma on strategic planning, fundraising, operations; no current public-company directorships disclosed |
Board Governance
- Committees and roles:
- Audit Committee: Chair; members include Joyce, Ben R. Bronstein, M.D., and Gary M. Phillips, M.D.; held 4 meetings in 2024; Joyce is the audit committee financial expert and meets Nasdaq/SEC independence standards.
- Nominating/Corporate Governance Committee: Member; committee chaired by Ben R. Bronstein, M.D.; held 5 meetings in 2024.
- Independence and engagement:
- The Board determined all non-employee directors (including Joyce) are independent under Nasdaq rules; audit committee members meet Rule 10A-3 independence. Independent directors hold regularly scheduled executive sessions.
- Attendance: The full Board met 4 times in 2024; no director attended fewer than 75% of Board and committee meetings.
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Director Annual Cash Retainer | $40,000 | Paid quarterly under non-employee director compensation plan |
| Audit Committee Chair Cash Retainer | $7,500 | Paid quarterly |
| Nominating/Corporate Governance Committee Member Cash Retainer | $1,750 | Paid quarterly |
| Total Cash Fees Earned (2024) | $49,250 | Reported in Director Compensation table for Joyce |
- Program changes: In March 2025, director initial equity grant value increased to $130,000 and Board chair cash retainer increased to $20,000 (not applicable to Joyce’s 2024 cash but relevant prospectively).
Performance Compensation
| Grant/Metric | Detail | Vesting/Terms |
|---|---|---|
| Annual Option Grant (Jun 4, 2024) | 46,706 options at $4.09 exercise price; grant-date fair value $142,326 | Annual director grants vest 1 year after grant; all non-employee director options accelerate upon Change in Control; 10-year max term |
| Outstanding Options (as of Dec 31, 2024) | 258,919 options | Granted under non-employee director program |
| Options Exercisable within 60 Days of Apr 14, 2025 | 212,213 options (included in beneficial ownership) | Beneficial ownership calculation includes options exercisable within 60 days |
| Equity Award Form | Non-statutory stock options only for directors | Number of option shares sized via Black-Scholes on valuation date; annual grant capped at 70,000 shares |
- Performance metrics linkage: No performance-based metrics are tied to director equity awards; vesting is time-based per plan.
Other Directorships & Interlocks
| Company | Role | Status |
|---|---|---|
| None disclosed | — | The 2025 proxy does not disclose current public-company boards for Joyce |
Expertise & Qualifications
- Finance and operations expertise across public/private medtech, biotech, and pharma; extensive experience in SEC reporting, capital markets, business development, M&A, strategic planning, and investor relations.
- Designated “audit committee financial expert” with required financial sophistication under Nasdaq rules; independent under Rule 10A-3.
- Education: B.S. in finance (Northeastern University); M.B.A. (Suffolk University).
Equity Ownership
| Measure | Amount |
|---|---|
| Total Beneficial Ownership (Apr 14, 2025) | 236,180 shares; less than 1% of outstanding shares |
| Options Exercisable within 60 Days | 212,213 shares (included in beneficial ownership) |
| Outstanding Options Held (Dec 31, 2024) | 258,919 shares |
- Pledging/Hedging: Company policy prohibits hedging and restricts pledging without compliance officer pre-clearance; no pledging by Joyce is disclosed.
Governance Assessment
- Board effectiveness: Joyce is a long-tenured independent director (since 2013), chairs the audit committee, and is designated the audit committee financial expert—strengthening oversight of financial reporting, internal controls, and related-party reviews. Audit committee met four times in 2024, and the audit report was submitted under his chairmanship.
- Independence and attendance: Independent status affirmed; attendance thresholds met across Board/committees, indicating engagement. Executive sessions for independent directors are regularly scheduled.
- Compensation alignment: Director pay is modest cash plus time-based stock options; 2024 cash fees totaled $49,250 and options fair value $142,326, promoting alignment without performance metric gaming; options accelerate on change in control per plan terms.
- Shareholder signals: 2024 say-on-pay support was ~92%, suggesting broad investor acceptance of Aldeyra’s compensation approach and governance framework.
- Conflicts and related-party exposure: No related-party transactions involving Joyce are disclosed; the audit committee charter mandates review/approval of related-party transactions above $120,000.
RED FLAGS
- None specific to Martin Joyce disclosed: no attendance shortfalls, no related-party transactions, no hedging/pledging disclosures adverse to alignment. A late Section 16(a) Form 4 was noted for a different director (Nancy Miller-Rich), not involving Joyce.