Brian P. McKeon
AlkermesAbout Brian P. McKeon
Independent director of Alkermes plc since December 2020; age 63 (as of April 1, 2025). Current committee roles: Compensation Committee member and Chair of the Financial Operating Committee. Background includes EVP, CFO & Treasurer of IDEXX Laboratories (2014–Feb 2025), continuing as Executive Vice President and Special Advisor until announced retirement on June 1, 2025; prior CFO roles at Iron Mountain (2007–2013) and Timberland (2000–2007); finance leadership at PepsiCo. Education: B.S. in Accounting (University of Connecticut) and MBA (High Distinction) from Harvard University. He is deemed independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| IDEXX Laboratories, Inc. | EVP, CFO & Treasurer; later EVP & Special Advisor | CFO Jan 2014–Feb 2025; Special Advisor to June 1, 2025 | Led finance and IR; oversaw livestock, water and human diagnostics businesses (2019–2025) |
| Iron Mountain Incorporated | EVP & CFO | 2007–2013 | Public company CFO experience |
| The Timberland Company | EVP & CFO | 2000–2007 | Public company CFO experience |
| PepsiCo Inc. | Finance and strategic planning positions; VP Finance, Pepsi-Cola North America | Prior to 2000 | Corporate finance and strategic planning |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| IDEXX Laboratories, Inc. | Director; Audit Committee Chair; Compensation Committee member | 2003–2013 | Committee leadership and governance experience |
| athenahealth, Inc. | Director | Sep 2017–Feb 2019 | Public company board experience |
| Current public company boards | None | — | As disclosed, no other public boards |
Board Governance
- Committee assignments: Compensation Committee member; Financial Operating Committee Chair. Compensation Committee held 9 meetings in 2024 (100% independent); Financial Operating Committee held 4 meetings in 2024 (committee independence 80%).
- Independence: The Board determined all directors other than the CEO are independent per Nasdaq and Exchange Act rules; committees (Audit & Risk, Compensation, Nominating & Corporate Governance) comprise solely independent directors.
- Attendance: In 2024, each director attended at least 75% of aggregate meetings of the Board and their committees; non-employee director executive sessions held after each regularly scheduled in-person Board meeting; majority attended the 2024 AGM.
- Board term and leadership context: Annual elections; majority voting standard; Lead Independent Director Andy Wilson since Dec 2023.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $74,000 | Paid pro-rata; includes first five regularly scheduled Board meetings; $3,500 for each meeting beyond five |
| Compensation Committee member retainer | $15,000 | 2024 amounts unchanged vs 2023 |
| Financial Operating Committee chair retainer | $20,000 | Increased by $2,000 in 2024 due to expanded responsibilities |
| 2024 Cash earned (McKeon) | $108,170 | Fees earned or paid in cash in 2024 |
Performance Compensation
| Component | Grant Value/Structure | Vesting | Shares/Details |
|---|---|---|---|
| Annual equity grant to non-employee directors | $375,000 target value | RSUs and options vest in full on first anniversary of grant date | 50% RSUs / 50% stock options; share counts determined using grant-date closing price and Black-Scholes; values unchanged since 2018 |
| New director grant (one-time upon joining) | $562,500 target value | Vests in 3 equal annual installments | Applies to newly appointed directors; not applicable to McKeon in 2024 |
| May 31, 2024 option grant (Annual Grant) | — | Vests in full on first anniversary | 17,492 options granted to each non-employee director; est. grant-date fair value $10.72 per option |
| 2024 Stock awards (McKeon) | $187,504 | RSU grant-date fair value under ASC 718 | |
| 2024 Option awards (McKeon) | $187,490 | Option grant-date fair value under ASC 718 |
- Equity award accelerations and protections: Since May 2024, director stock options provide for vesting acceleration upon termination due to death or permanent disability; general prohibition on hedging and pledging by directors.
Other Directorships & Interlocks
| Topic | Disclosure |
|---|---|
| Compensation Committee interlocks | None; members (including McKeon) were not officers/employees and had no related-party transactions requiring disclosure. No reciprocal executive participation on external compensation committees. |
| Overboarding/independence controls | Robust overboarding policy; standing committees of independent directors; hedging/pledging prohibited. |
Expertise & Qualifications
- Financial leadership: Multi-decade public company CFO experience (IDEXX, Iron Mountain, Timberland); audit committee chair experience at IDEXX.
- Strategy and operations: Led investor relations; oversaw multi-segment diagnostics businesses; strategic planning and corporate development.
- Education and credentials: UConn Accounting (B.S.); Harvard MBA (High Distinction).
Equity Ownership
| Holder | Issued Ordinary Shares | Ordinary Shares Issuable (within 60 days) | Total Beneficial Ownership | Percent of Outstanding |
|---|---|---|---|---|
| Brian P. McKeon | 37,780 | 72,092 | 109,872 | <1% (based on 164,836,227 shares outstanding) |
| RSUs outstanding (12/31/2024) | — | — | 8,013 shares | Outstanding RSUs held by McKeon |
| Stock options outstanding (12/31/2024) | — | — | 89,854 shares | Outstanding options held by McKeon |
- Ownership guidelines: Directors must hold a minimum of 3x their annual retainer; compliance assessed annually using 60-day trailing average price; as of Jan 2, 2025, all directors/officers (including McKeon) were in compliance. Hedging and pledging prohibited by policy.
Governance Assessment
- Board effectiveness: McKeon brings deep finance, capital allocation, and operating discipline, reinforced by his role as Chair of the Financial Operating Committee overseeing profitability profile, capital structure, M&A/BD, financing transactions, and return of capital—a strong signal for investor confidence in capital stewardship.
- Independence and engagement: Independent status, strong committee independence (Comp Committee 100%) and active meeting cadence (Comp 9; FOC 4) suggest robust oversight; 2024 attendance thresholds met for all directors.
- Alignment and incentives: Director compensation mix balances cash and equity; equity grant values unchanged since 2018 and structured 50/50 RSU/options with one-year vesting—standard governance practice, modest retention risk, and aligned with shareholder interests through ownership guidelines and anti-hedging/pledging policies.
- Shareholder signals: Strong say-on-pay support (~98% in 2024) and ongoing shareholder engagement including participation by independent directors indicate constructive governance feedback loops.
- Potential conflicts and red flags: No compensation committee interlocks; no related-party transactions disclosed involving McKeon; Financial Operating Committee independence at 80% reflects CEO participation (not uncommon), but McKeon’s independent chair role mitigates management influence risk. No pledging/hedging permitted. No red flags disclosed.
RED FLAGS: None disclosed for McKeon; monitor Financial Operating Committee composition (80% independence due to CEO membership) for potential influence on capital allocation decisions.