Ted Yednock
About Ted Yednock
Ted Yednock, Ph.D., age 67, is Annexon’s EVP & Chief Innovation Officer (since Oct 2021) and chair of the Scientific Advisory Board (since Nov 2023); he served as EVP & Chief Scientific Officer from 2013–Oct 2021 . He earned a B.S. in Biology and Chemistry (University of Illinois) and a Ph.D. in Anatomy and Cell Biology (UCSF), and is the scientific inventor of Tysabri (natalizumab) for multiple sclerosis; he previously held senior roles at Prothena (CSO), Elan (Head of Global Research), and Athena Neurosciences . Company performance context: cumulative TSR was 20.7 (2022), 18.1 (2023), 20.5 (2024) and reported net losses were $142M (2022), $134M (2023), and $138M (2024) .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Cumulative TSR (Index, $100 base at 12/31/2020) | 20.7 | 18.1 | 20.5 |
| Net Income (Loss, $USD Millions) | (142) | (134) | (138) |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Annexon | EVP & Chief Scientific Officer | 2013–Oct 2021 | Built R&D leadership; programs across neuro/autoimmune |
| Annexon | EVP & Chief Innovation Officer; Chair, Scientific Advisory Board | Oct 2021–present; Chair since Nov 2023 | Drives innovation strategy; SAB governance |
| Prothena Corporation plc | Chief Scientific Officer | Pre-2013 | Led scientific strategy post-Elan spinout |
| Elan Pharmaceuticals | Head of Global Research; prior roles | 1996–2013 | Led global research portfolio execution |
| Athena Neurosciences | Scientist | 1990–1996 | Scientific inventor of Tysabri (MS) |
External Roles
No public-company board or external governance roles disclosed for Dr. Yednock in the company’s proxy materials .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 462,626 | 478,772; increased to $481,500 effective Feb 2024 |
| Target Bonus (% of Base) | 40% | 40% |
| Actual Annual Bonus ($) | 207,634 | 192,600 |
| Stock Awards ($, RSUs) | 112,712 | 200,070 |
| Option Awards ($) | 328,984 | 649,056 |
| All Other Compensation ($) | 27,500 (key-person life insurance) | 43,296 (key-person life insurance $33,021; commuting reimbursements $10,275) |
| Total ($) | 1,139,456 | 1,563,793 |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting/Structure |
|---|---|---|---|---|---|
| Annual cash bonus (corporate goals across research, clinical, business enabling) | 80% corporate / 20% individual | 40% of base salary | Corporate 100%; Individual 100% | $192,600 | Cash bonus determined by Board review (Feb 2025) |
| 2024 Options | n/a | 160,000 shares | Time-based | n/a | Vests in 48 equal monthly installments from grant date |
| 2024 RSUs | n/a | 39,000 units | Time-based | n/a | Vest in 3 equal annual installments over 3 years |
| 2023 Options | n/a | 77,050 shares | Time-based | n/a | Vests in 48 equal monthly installments |
| 2023 RSUs | n/a | 18,975 units | Time-based | n/a | Vest in 3 equal annual installments over 3 years |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 694,779 shares reported for Dr. Yednock; marked as less than 1% of outstanding |
| Components (as of Mar 31, 2025) | 25,787 shares held of record; 669,005 shares issuable upon option exercise within 60 days |
| Anti-hedging/pledging policy | Company prohibits hedging and pledging (including margin accounts) for directors/officers/employees/consultants |
Outstanding equity awards (as of Dec 31, 2024):
| Grant (Vesting Commencement) | Exercisable | Unexercisable | Exercise Price ($) | Expiration | RSUs Unvested (#) | RSUs Market Value ($) |
|---|---|---|---|---|---|---|
| 6/8/2016 | 28,028 | — | 1.85 | 8/11/2026 | — | — |
| 8/11/2016 | 2,618 | — | 1.85 | 8/11/2026 | — | — |
| 12/12/2018 | 67,939 | — | 5.11 | 1/22/2029 | — | — |
| 6/29/2020 | 192,962 | — | 13.30 | 6/29/2030 | — | — |
| 2/25/2021 | 110,208 | 4,792 | 30.07 | 2/25/2031 | — | — |
| 2/11/2022 | 70,833 | 29,167 | 6.94 | 2/11/2032 | — | — |
| 7/11/2022 | 60,416 | 14,584 | 3.91 | 7/11/2032 | — | — |
| 2/16/2023 | 35,314 | 41,736 | 5.94 | 2/16/2033 | — | — |
| 2/11/2022 RSUs | — | — | — | — | 4,167 | 21,377 |
| 7/11/2022 RSUs | — | — | — | — | 3,125 | 16,031 |
| 2/16/2023 RSUs | — | — | — | — | 12,650 | 64,895 |
| 2/16/2024 RSUs | — | — | — | — | 39,000 | 200,070 |
Notes: Options generally vest monthly over 48 months; RSUs vest in three equal annual tranches; RSU market value calculated at $5.13 close on 12/31/2024 .
Employment Terms
| Provision | Base Case (No Change-in-Control; termination without Cause or resignation for Good Reason) | Change-in-Control Window (3 months before to 12 months after CoC) |
|---|---|---|
| Cash severance | 9 months of base salary (EVP) | 12 months of base salary + target annual bonus (EVP) |
| COBRA benefits | 9 months | 12 months |
| Equity | No special acceleration disclosed | Full acceleration of all unvested equity awards |
| Triggers | Termination without Cause or resignation for Good Reason; Good Reason includes material pay/benefit reduction, material diminution of duties, or relocation >50 miles (subject to notice and cure) | Same; benefits apply only if within CoC window |
| Clawback | Dodd-Frank/Nasdaq-compliant compensation recovery policy adopted Nov 2023 | |
| Hedging/Pledging | Prohibited |
Structure indicates double-trigger treatment for CoC benefits and equity acceleration (requires qualifying termination during CoC window) .
Performance & Track Record
- Scientific impact: Inventor of Tysabri (MS); contributions across Alzheimer’s, Parkinson’s, amyloidosis, RA, psoriasis, Crohn’s disease .
- Company results during disclosed period: cumulative TSR 20.7 (2022), 18.1 (2023), 20.5 (2024); net losses $(142)M, $(134)M, $(138)M respectively .
- Section 16 compliance: All insider ownership filings timely for FY 2024 .
Compensation Committee & Say-on-Pay
- Compensation Committee: Independent members; uses Alpine Rewards as independent consultant; activities include peer group updates, market-based comp and equity guidelines, benchmarking; met 4 times in 2024 .
- Say-on-Pay support: Over 97% approval in prior annual meeting; no significant changes to 2024 executive compensation approach .
Investment Implications
- Alignment and incentives: Yednock’s pay is ~55% equity-linked in 2024 (options + RSUs), with monthly option vesting and 3-year RSU vesting; target bonus at 40% of base with 80/20 corporate/individual weighting ties cash incentives to execution milestones (research/clinical/business enabling) . This supports retention but creates periodic vest-related liquidity events as RSUs vest annually .
- Ownership and selling pressure: Beneficial ownership largely comprised of options exercisable within 60 days; outright share ownership is modest (<1%), and pledging/hedging are prohibited—limiting leverage-related sell pressure but RSU vesting could coincide with sales for taxes/liquidity .
- Term protection and CoC economics: Double-trigger severance with full equity acceleration in a CoC increases transactional certainty but may reduce post-deal retention incentives; base severance and COBRA are standard biotech EVP levels .
- Execution risk vs. pay-for-performance: With continued net losses and pre-commercial profile, the heavy use of time-based options and RSUs (versus strict PSU metrics) shifts risk-reward toward option value creation via pipeline/regulatory milestones; however, corporate goals were achieved at 100% in 2024, evidencing operational delivery against Board-set milestones .
- Governance signals: Strong say-on-pay support (>97%) and formal clawback, anti-hedging/pledging policies indicate low governance risk and shareholder-friendly practices .