Neil Berkley
AlectorAbout Neil Berkley
Neil Berkley is Chief Business Officer and Interim Chief Financial Officer at Alector (effective June 20, 2025). He joined Alector in March 2024, is age 51, and holds a B.S. in Molecular Biology (UC San Diego), an M.S. in Cellular & Molecular Biology, and an M.B.A. (San Diego State University) . He brings 20+ years of corporate/business development experience across biotech and pharma, including roles at Juvena Therapeutics, AbCellera, and Halozyme . Company performance context (pay-versus-performance disclosure) shows significant stock underperformance in 2024 and continued net losses, framing a challenging backdrop for pay-for-performance alignment .
Company performance context (chronological):
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Value of $100 investment based on Company TSR ($) | 88 | 120 | 54 | 46 | 11 |
| Net Income (Loss) ($mm) | (190) | (36) | (133) | (130) | (119) |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Juvena Therapeutics (private) | Chief Corporate Development Officer | Nov 2022 – Mar 2024 | Corporate development for metabolic/muscle pipeline; private biotech growth initiatives |
| AbCellera Biologics (public) | Chief Business Officer | Jul 2021 – Jul 2022 | Business development and partnering for antibody discovery platform |
| Halozyme Therapeutics (public) | Vice President, Head of Business Development (roles of increasing responsibility) | Apr 2019 – Jul 2021 | Led BD for drug delivery platform/partnerships |
| Acadia, GSK, Cadence Pharmaceuticals, Mpex Pharmaceuticals | Various roles | Not disclosed | Earlier career roles in pharma/biotech business development |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships disclosed in reviewed filings (bio focuses on operating roles) |
Fixed Compensation
| Component | Terms |
|---|---|
| Base salary | $455,000 annually |
| Target bonus | 40% of base salary |
| Retention bonus | $91,000, payable December 2025 (in connection with appointment as principal financial officer) |
| Benefits | Eligible for employee benefits generally available to all employees |
Performance Compensation
Alector’s executive annual cash incentive plan is driven by corporate objectives and discretionary adjustments. 2024 corporate scorecard achieved 100% on objectives but was reduced to 80% funding for executives due to a negative AL002 readout and cost actions; CEO further reduced his own payout to 50% of target .
2024 corporate metrics and achievement:
| Metric | Weight | Target definition | Achievement (weighted) | Notes/Payout basis |
|---|---|---|---|---|
| Science | 20% | Program lead panels, combo data in models, manuscript publication | 20.0% | Part of corporate component; executives funded at 80% of target |
| Patients | 45% | AL001 regulatory interactions; AL002 POC results; AL101 Phase 2 program goals with partner | 45.0% | As above |
| People | 15% | Employee experience, continuous improvement, engagement | 8.0% | As above |
| Value | 20% | Financial stability via discipline, financing, strategic relationships | 21.0% | As above |
| Subtotal | 100% | — | 94.0% | — |
| Stretch | 20% | Target discovery, biomarker data, engagement | 6.0% | — |
| Total | 120% | — | 100% | Committee reduced corporate component to 80% of target for executives |
Long-term incentives:
- 2024 executive annual equity grants were 100% RSUs vesting in 12 equal quarterly installments beginning Dec 1, 2024; the shift to RSUs aims to align with peers and manage dilution. Grants on Oct 1, 2024, with specified NEO share counts; RSU vesting is time-based over three years .
- Note: Neil Berkley was not a named executive officer in the 2024 proxy tables; his specific RSU grant quantities are not disclosed in the 2025 DEF 14A .
Equity Ownership & Alignment
| Topic | Company policy/details |
|---|---|
| Hedging/derivatives | Prohibited from trading in puts, calls, and other derivatives; no hedging allowed |
| Pledging/margin | Prohibited from holding stock in margin accounts or pledging as collateral |
| Clawback | Compensation Recovery Policy adopted Sept 2023; non-discretionary recovery of excess incentive-based pay upon accounting restatement per SEC/Nasdaq rules |
| Equity vehicle mix | 2024 annual executive grants were 100% RSUs with quarterly vesting over three years (beginning Dec 1, 2024) |
| Beneficial ownership | Company-level total held by directors and executive officers: 6,047,166 shares; options exercisable within 60 days: 4,092,778 shares (individual line items provided for NEOs/directors; Berkley not itemized) |
Employment Terms
Neil Berkley has entered into Alector’s standard change-in-control and severance agreement (Tier 2 benefits) and a standard indemnification agreement; terms are set by reference to the company’s severance framework .
Severance/change-in-control framework (Tier 2 indicative terms):
| Scenario | Cash severance | Bonus | COBRA/health | Equity acceleration | Notes |
|---|---|---|---|---|---|
| Termination without cause or resignation for good reason outside CIC period | 9 months base salary | — | Up to 9 months COBRA (or taxable equivalent) | — | Release required |
| Termination without cause or resignation for good reason within CIC period (double-trigger) | 12 months base salary | 100% of target annual bonus | Up to 12 months COBRA (or taxable equivalent) | 100% acceleration of all outstanding equity; performance awards deemed at 100% unless otherwise specified | Best‑net 280G cutback; no excise tax gross‑up |
Definitions and governance:
- Good Reason/Cause definitions and notice/cure requirements are specified; termination for Cause requires Board approval with opportunity to be heard .
- No single-trigger cash severance; committee cites avoidance of excessive severance and excise tax gross-ups .
Say-on-Pay & Shareholder Feedback
| Year/Meeting | Outcome |
|---|---|
| 2024 say-on-pay | Over 98% support (excluding broker non-votes/abstentions) |
| 2025 say-on-pay | Votes For: 68,738,538; Against: 1,141,227; Abstain: 136,670; Broker non-votes: 19,513,598 |
Investment Implications
- Alignment and retention: Berkley’s mix of pay is market-standard with 40% annual bonus target and a 2025 retention bonus, signaling the board’s focus on continuity during the CFO transition; Tier 2 double‑trigger CIC protection is moderate and shareholder-friendly (no gross‑ups), supporting retention without excessive windfalls .
- Selling pressure dynamics: Company-wide shift to RSUs with quarterly vesting creates steady supply over three years beginning Dec 2024; hedging/pledging prohibitions and a formal clawback reduce misalignment/abuse risks but RSU vesting cadence can still be a technical overhang near vesting dates .
- Pay-for-performance framework: 2024 corporate goals achieved 100% but executive payouts were discretionarily reduced to 80% of target following a negative trial readout, indicating real downside sensitivity in the cash bonus program; equity is time-based RSUs, with the committee evaluating when to introduce performance-vested equity as longer-term financial goals become settable .
- Execution risk backdrop: Company TSR deteriorated meaningfully in 2024 and losses persist, elevating pressure on business development and financing strategy—areas within Berkley’s core expertise—making his execution on partnering and capital strategy an important signal for investors .
Sources: 2025 DEF 14A (filed Apr 24, 2025) ; 8‑K (filed Jun 13, 2025) ; 8‑K press materials (May 8, 2024; Jun 13, 2025) .