Errol De Souza
AlectorAbout Errol De Souza
Independent Class II director at Alector since March 2024; age 71; term expires in 2026. Ph.D. in endocrinology and B.A. in physiology from the University of Toronto; post-doctoral fellowship in neuroscience at Johns Hopkins University School of Medicine. Service includes membership on Audit and People, Culture, and Compensation Committees; the Board determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Neuropore Therapies, Inc. | President, CEO, Director | 2017–2019 | Operational leadership in neurodegeneration |
| Biodel, Inc. | President, CEO, Director | 2010–2016 | Led public biotech operations |
| Archemix Corp | President, CEO, Director | 2003–2009 | Executive leadership |
| Synaptic Pharmaceutical Corp | President, CEO, Director | 2002–2003 | Executive leadership |
| Hoechst Marion Roussel / Aventis (now Sanofi) | Senior Vice President roles | 1998–2002 | Senior pharma leadership |
| Neurocrine Biosciences, Inc. | Founder, EVP R&D, Director | 1992–1998 | Built CNS R&D function |
| DuPont Merck | Head of CNS Diseases Research | 1990–1992 | Led CNS research |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Cyclerion Therapeutics, Inc. | Chairman & Director | Current | Chair of the board |
| Royalty Pharma | Director | Current | Public company board member |
| Bionaut Labs, Inc. | Director | Current | Private company |
| Cenos Therapeutics, Inc. | Director | Current | Private company |
| Bionomics Limited | Executive Chair; later Non-Exec Chair/Director | 2018–2023 | Governance leadership |
| Catalyst Biosciences, Targacept, IDEXX Laboratories, Palatin Technologies | Director (prior) | Prior | Prior public/private board service |
Board Governance
- Independence: The Board affirmatively determined De Souza is independent under Nasdaq and SEC rules; also independent for audit and compensation committee service .
- Committee assignments: Member, Audit Committee and People, Culture, and Compensation Committee. Post-2025 Annual Meeting, Audit Committee members will be De Souza, Lavigne, and Altmeyer; Altmeyer will chair .
- Attendance: In FY2024 the Board held 7 meetings; all directors attended ≥75% of Board and applicable committee meetings. Independent director executive sessions typically occur after each regular meeting .
- Tenure: Director since March 2024; Class II; term expires 2026 .
Fixed Compensation (Director Cash Fees)
| Item | FY 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $48,958 |
| Committee Roles | Audit Committee member; Compensation Committee member |
| Annual Director Retainer (Policy) | $45,000 per year (prorated) |
| Audit Committee Member Fee (Policy) | $10,000 per year (prorated) |
| Compensation Committee Member Fee (Policy) | $7,500 per year (prorated) |
Performance Compensation (Director Equity)
| Award Type | Grant Date | Shares/Units | Vesting | Valuation/Terms |
|---|---|---|---|---|
| Initial RSU Award | 3/19/2024 | 34,375 RSUs | 1/12th per quarter beginning 9/1/2024, subject to service | Grant-date fair value in “Stock Awards” column [$255,750] |
| Initial Option Award (NSO) | 3/19/2024 | 19,420 options | 1/48th monthly beginning 4/19/2024, subject to service | Exercise price $6.20; expires 3/18/2034; “Option Awards” fair value [$86,343] |
Director Equity Program Highlights:
- Outside Director Compensation Policy: Initial awards upon joining (17,500 options and 52,500 RSUs effective April 30, 2024 policy update; prior initial grants were 19,420 options and 41,250 RSUs). Annual awards of 9,450 options and 28,700 RSUs for non-employee directors with ≥6 months service; change-in-control accelerates vesting .
- FY2024 Total Equity grant accounting values: Stock Awards $255,750; Option Awards $86,343 (grant-date fair values per ASC 718) .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current external public boards | Cyclerion Therapeutics (Chair); Royalty Pharma (Director) |
| Compensation Committee interlocks | None. No Alector executive officers served on other boards’ comp committees with reciprocal overlaps; De Souza and other Alector comp committee members are non-employees |
Expertise & Qualifications
- Scientific/Neurology: Extensive senior leadership across CNS R&D and biotech CEO roles; founder and R&D executive at Neurocrine; senior roles at Hoechst/Aventis .
- Board leadership: Chair and director roles across multiple public biopharma companies; current chair at Cyclerion; director at Royalty Pharma .
- Education: B.A. (Physiology), Ph.D. (Endocrinology) – University of Toronto; post-doc in neuroscience at Johns Hopkins SOM .
Equity Ownership
| Metric | As of/Period | Value |
|---|---|---|
| Total beneficial ownership (shares) | 3/31/2025 | 15,977 shares; <1% of outstanding |
| Outstanding unvested RSUs (director grant) | 12/31/2024 | 34,375 RSUs unvested |
| Outstanding options (director grant) | 12/31/2024 | 19,420 options @ $6.20; exp. 3/18/2034 |
| Anti-hedging & anti-pledging policy | Current | Directors prohibited from hedging or pledging company stock |
Governance Assessment
- Strengths: Independent director with deep CNS drug development expertise; sits on both Audit and Compensation committees, enhancing oversight of financial reporting and pay; Board-wide attendance threshold met; independent chair and routine executive sessions support effective oversight .
- Alignment: Receives standard outside-director cash retainer and equity grants; equity vesting time-based and change-in-control acceleration consistent with peer practices; beneficial ownership disclosed; anti-hedging/pledging enhances alignment .
- Conflicts/Related Parties: No related-party transactions disclosed for De Souza; Audit Committee oversees related-party policy and approvals .
RED FLAGS: None disclosed specific to De Souza (no related-party transactions, no pledging/hedging, independence affirmed) .