Richard Scheller
AlectorAbout Richard H. Scheller, Ph.D.
Richard H. Scheller, age 71, has served on Alector’s Board since October 2018 (Class III; current term through 2027). He is a renowned neuroscientist and biopharma R&D leader: former EVP, Research & Early Development at Genentech (2001–2014), Head of Therapeutics and CSO at 23andMe (2015–2019), and currently Chairman of R&D at BridgeBio Pharma (since 2019). He holds a Ph.D. in Chemistry from Caltech and a B.Sc. in Biochemistry from the University of Wisconsin-Madison; honors include the 2013 Lasker Award, 2010 Kavli Prize, and 1997 NAS Award in Molecular Biology, and membership in the NAS, NAM, and AAAS .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Genentech | EVP, Research & Early Development; Roche/Genentech executive committees | 2001–2014 | Led research strategy, drug discovery, BD, early development |
| 23andMe | Head of Therapeutics; Chief Scientific Officer | 2015–2019 | Built therapeutics capability |
| Stanford Univ./HHMI | Professor; HHMI Investigator | 1982–2001 | Fundamental synaptic biology research |
| UCSF | Adjunct Professor, Biochemistry & Biophysics | 2004–present | Academic mentorship and research |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| BridgeBio Pharma | Chairman of R&D | 2019–present | Public company; prior Board member (2018–2023) |
| Maze Therapeutics | Director | Current | Private biotech (neuro/cardiometabolic) |
| Aarvik Therapeutics | Director | Current | Private biotech |
| Trace Neuroscience | Director | Current | Private neuro biotech |
| Xaira | Director | Current | Private life sciences |
| GondolaBio | Director | Current | Private biotech |
| Caltech | Board of Trustees | Current | Governance role |
| Fine Arts Museums of San Francisco | Board | Current | Civic/arts governance |
| DICE Therapeutics | Chairman of Board | 2015–2023 | Prior public company directorship |
| Xenon Pharmaceuticals | Director | 2015–2020 | Prior public company board |
| ORIC Pharmaceuticals | Director | 2015–2021 | Prior public company board |
Board Governance
- Committee assignments: Not a member of the Audit, People/Culture & Compensation, or Corporate Governance & Nominating Committees (membership lists exclude Scheller) .
- Internal advisory roles: Member of Alector’s Scientific Advisory Board since Oct 2018; Co-Chair of Strategic Portfolio Advice and Review Committee (SPARC) since Dec 2019 .
- Independence: The Board’s 2025 independence determination lists seven independent directors; Scheller is not included and thus is not considered independent under Nasdaq rules (likely due to paid consulting/SAB arrangements) .
- Attendance: The Board met seven times in FY2024; all directors attended at least 75% of Board and applicable committee meetings; all but one director attended the 2024 annual meeting (individual attendance rates not disclosed) .
- Board leadership: Independent Chairperson (Louis J. Lavigne, Jr.); no Lead Independent Director given independent chair structure .
- Executive sessions: Independent directors meet in executive session after each regular Board meeting .
Fixed Compensation (Director)
| Component | FY2024 Amount | Detail |
|---|---|---|
| Cash retainer | $45,000 | Standard outside director retainer |
| Equity – Annual RSU award | $164,500 grant-date fair value | 28,700 RSUs under policy; vests at next annual meeting or 12 months, whichever earlier |
| Total (policy-based director comp) | $209,500 | Cash + Annual RSU |
| Additional cash (consulting/SAB) | $110,000 | $100,000 consulting + $10,000 SAB per 2024 amendments |
| Additional RSUs (consulting/SAB) | $83,677 grant-date fair value | 15,833 RSUs approved Aug 2, 2024; quarterly vesting over 12 months |
| Total reported FY2024 director line | $403,177 | Includes cash $45,000; stock awards $248,177; all other comp $110,000 |
Outside Director Compensation Policy: $45,000 base retainer; committee chair/member fees; Annual Option (9,450 sh) + Annual RSU (28,700 RSUs); initial grants on joining; full acceleration upon change in control; annual director limit $750k ($1.0m in first year); optional deferral for Annual RSU starting 2025 .
Performance Compensation (Director)
- Alector does not disclose performance-vested equity for directors; annual director equity is time-based RSUs and options per policy .
- Consulting/SAB RSU awards (Scheller) are time-based, vesting in equal quarterly increments over 12 months (Sep 1, 2024; Dec 1, 2024; Mar 1, 2025; Jun 1, 2025) .
| Performance Metric | Tied to Director Pay? | Notes |
|---|---|---|
| TSR percentile | No disclosure | Director awards are time-based RSUs/options |
| Financial/ESG metrics | No disclosure | Director awards not reported as performance-conditioned |
Other Directorships & Interlocks
| Potential Interlock | Nature | Conflict Considerations |
|---|---|---|
| BridgeBio (Chairman of R&D) | Management role at public biotech | Overlapping neuro focus; Alector Audit Committee oversees conflicts and related-party transactions |
| Multiple private biotech boards (Maze, Aarvik, Trace Neuroscience, Xaira, GondolaBio) | External director roles | Time commitment/overlap in neuro; company has related-party transaction policy and Audit Committee review |
Expertise & Qualifications
- Scientific credentials: Ph.D. Chemistry (Caltech); pioneer in neurotransmitter release mechanisms; awards include Lasker (2013), Kavli Prize (2010), NAS Molecular Biology (1997) .
- Industry leadership: Led Genentech R&ED; built 23andMe therapeutics; Chairman of R&D at BridgeBio .
- Board/portfolio guidance: Co-Chair SPARC; SAB member at Alector, driving portfolio strategy .
Equity Ownership
| Holder | Shares | Detail |
|---|---|---|
| Richard H. Scheller | 233,709 (<1%) | 11,874 common shares + 221,835 options exercisable within 60 days (breakdown per Sec. 16 rules) |
| Unvested RSUs (as of 12/31/2024) | 35,000 + 5,417 + 2,500 | 35,000 Annual Director RSUs (6/12/2024); 5,417 RSUs (consulting); 2,500 RSUs (SAB) |
| Hedging/Pledging | Prohibited for directors under company policy | Anti-hedging and anti-pledging policy |
Insider Trades and Filings
| Date | Form | Transaction | Amount/Notes |
|---|---|---|---|
| Aug 2, 2024 | Grant (board-approved) | RSUs: 10,833 (SAB) + 5,000 (Consulting) | Equal quarterly vesting on 9/1/24, 12/1/24, 3/1/25, 6/1/25 |
| Oct 10, 2024 | Form 4 | Reported 15,833 RSUs granted Aug 2, 2024 | Filed late per Section 16(a) disclosure |
Related-Party Transactions and Conflicts
- Consulting agreement: Entered Dec 2019; initially $200,000/year and 100,000 option (monthly vest over 4 years) .
- 2023 amendment: $100,000/year + ~$30,000 RSUs (consulting); SAB amendment: $10,000 + ~$65,000 RSUs (8,541 RSUs on Jul 15, 2023; vest quarterly) .
- 2024 amendment: $100,000/year (consulting) + 5,000 RSUs (consulting) and $10,000 (SAB) + 10,833 RSUs (SAB); approved Aug 2, 2024; vest quarterly over 12 months .
- Governance oversight: Audit Committee reviews conflicts and related-party transactions per charter/policy .
Compensation Structure Analysis (Signals)
- Mix: Director pay combines cash retainer and time-based RSUs; Scheller’s additional paid consulting and SAB RSUs materially augment director equity comp (incremental $83,677 grant-date fair value and $110,000 cash in FY2024) .
- Change-in-control: Full vesting of director equity upon change in control per policy (alignment vs. potential windfall) .
- Say-on-pay: While NEO say-on-pay is separate, 98% approval in 2024 indicates broad investor support for pay governance framework .
Board Effectiveness and Independence Signals
- Strengths: Deep drug discovery and portfolio strategy leadership (SPARC co-chair); extensive network across neuro/biotech; scientific credibility and awards bolster Board’s innovation oversight .
- Risks/Red Flags:
- Independence: Not classified as independent; receives cash and RSU compensation via consulting/SAB arrangements—potential conflict and perceived misalignment with independent oversight norms .
- Related-party exposure: Ongoing paid consulting and SAB roles with equity grants; requires strict Audit Committee conflict management .
- Filing timeliness: Late Form 4 (Oct 10, 2024) for Aug 2, 2024 RSU grant—process/control lapse, albeit disclosed .
- Committee allocation: No Audit/Comp/Gov committee membership; governance influence primarily through SPARC/SAB rather than statutory committees .
- External commitments: Multiple concurrent boards and BridgeBio R&D leadership may present time/overlap risks in neuro space; mitigated by related-party policy and Audit oversight .
Governance Quality Context
- Board attendance: ≥75% across directors; seven Board meetings in FY2024; routine executive sessions of independent directors .
- Policies: Anti-hedging/pledging; Dodd-Frank-compliant clawback (Sept 2023); formal related-party transaction policy and Audit Committee pre-approval .
- Board leadership: Independent Chair (Lavigne) enhances objective oversight .
Governance Assessment
- Net view: Scheller delivers exceptional scientific and portfolio expertise valuable for Alector’s neurodegeneration strategy. However, his paid consulting/SAB roles and non-independence status create a structural conflict risk, amplified by additional RSU grants and a late Form 4. Investor confidence depends on robust, transparent conflict management (Audit Committee oversight), maintaining his non-membership on key governance/compensation committees, and strict adherence to disclosure controls. The independent Chair and strong policies (anti-hedging/pledging, clawback, related-party review) partially mitigate these risks .