Daniel Abdun-Nabi
Aptevo TherapeuticsAbout Daniel J. Abdun-Nabi
Independent director at Aptevo Therapeutics (APVO) since August 2016; age 71; former President & CEO of Emergent BioSolutions (2012–2019) and director (2009–2019). Education includes B.A. in Political Science (UMass Amherst), J.D. (University of San Diego School of Law), and LL.M. (Georgetown University Law Center). The Board affirms his independence under Nasdaq rules and cites extensive biotech and legal expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Emergent BioSolutions | President & CEO; Director | CEO 2012–2019; Director 2009–2019 | Led global vaccine/biodefense company; senior executive experience |
| Emergent BioSolutions | President & COO; Corporate Secretary; SVP Corporate Affairs & GC; VP & GC | 2004–2012 (various) | Legal and operational leadership across functions |
| IGEN International / BioVeris | General Counsel | 1999–2004 | Legal leadership at diagnostics/biotech firms |
| North American Vaccine | SVP Legal Affairs, GC & Secretary | pre-2000 | Public-company legal governance until acquisition by Baxter |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Emergent BioSolutions | Prior Director | 2009–2019 | No current public-company directorships disclosed |
Interlocks context: Other APVO directors have Emergent ties (e.g., Dr. Zsolt Harsanyi is current Emergent Chairman since April 1, 2022; Marvin White served on Emergent’s board) — network familiarity but no related-party transactions reported by APVO in 2023–2024 .
Board Governance
- Independence: Board determined Abdun-Nabi and all committee members (Audit, Compensation, Nominating/Gov) are independent; Board is 83% independent; committees 100% independent .
- Committee memberships and chairs:
Director Audit Compensation Nominating/Gov Executive Daniel J. Abdun-Nabi Member Member — Member Committee Chairs Audit: Harsanyi Compensation: Kunz Nom/Gov: Niederhuber Executive: Harsanyi - Audit Committee financial expertise: Board determined each Audit member qualifies as an “audit committee financial expert” .
- Attendance: Board met 7 times in 2024; each director attended ≥75% of aggregate Board and committee meetings on which they served .
- Board leadership: Independent Chairman; no Lead Independent Director needed under guidelines; separate CEO/Chair roles .
Fixed Compensation
| Component | 2024 Program | 2024 Actual for Abdun‑Nabi |
|---|---|---|
| Annual cash retainer | $40,000 | Included in total |
| Committee member retainers | Audit $10,000; Compensation $7,500; Executive $10,000 | Included in total |
| Committee chair retainers | Audit $20,000; Compensation $15,000; Nom/Gov $15,000; Executive $20,000 (if chair) | Not applicable (not a chair) |
| Board Chair retainer | $50,000 (if Chair) | Not applicable |
| Payment cadence | Quarterly | Quarterly |
| Total fees earned (cash) | — | $67,500 (retainer + committee member fees) |
Performance Compensation
| Element | Details | Vesting/Performance |
|---|---|---|
| Annual equity grant (Non‑employee Directors) | 25 RSUs granted July 17, 2024 | One‑year cliff vest on July 17, 2025 (time‑based; not performance‑based) |
| Initial director equity grant | 1 RSU (program) | Three‑year vesting for initial grants (program) |
| Clawback provisions | Enhanced clawback under Third Amended & Restated 2018 Plan; cooperation required for recovery; applies to awards | |
| Repricing / gross‑ups | Prohibition on option/SAR repricing; no tax gross‑ups; minimum vesting 1 year |
The Compensation Committee uses Willis Towers Watson as independent consultant for executive and director compensation; shifted director equity mix to 100% RSUs and to 1‑year cliff vesting to maximize intrinsic value and align with market practice .
Other Directorships & Interlocks
| Entity | Type | Relationship |
|---|---|---|
| Emergent BioSolutions | Prior CEO/Director (Abdun‑Nabi) | Historical leadership; no current APVO related‑party transactions |
| Emergent BioSolutions | Current Chair (Harsanyi) | APVO director Harsanyi chairs Emergent; network linkage noted |
| Emergent BioSolutions | Prior Director (White; Niederhuber) | APVO CEO White rejoined Emergent board in 2020; Niederhuber served 2010–2016 |
Expertise & Qualifications
- Skills matrix: Legal expertise; leadership; corporate governance; risk management; finance; public company board experience .
- Audit financial expertise: As Audit Committee member, Board designates him within a committee of financial experts .
- Education: B.A. (UMass Amherst), J.D. (USD), LL.M. (Georgetown) .
Equity Ownership
| Metric | As of |
|---|---|
| Beneficial ownership (shares) | 0 shares; less than 1% of outstanding |
| Unvested director RSUs | 25 RSUs granted July 17, 2024; scheduled to vest July 17, 2025 |
| Hedging/Pledging policy | Company prohibits directors, officers, employees from hedging Company stock |
| Stock ownership guidelines | Non‑employee directors should hold value equal to 1× annual retainer; Covered Persons currently do not meet targets due to declining stock price; must retain 50% of after‑tax shares until compliant |
Governance Assessment
-
Positives:
- Independence and multi‑committee service (Audit, Compensation, Executive); Audit Committee designated as financial experts enhances oversight quality .
- Attendance thresholds met; Board met 7 times in 2024; robust committee cadence (Audit 4; Compensation 6; Executive 3) .
- Strong governance policies: anti‑hedging; clawbacks; no option/SAR repricing; no tax gross‑ups; minimum vesting .
- Use of independent compensation consultant (WTW) and shift to RSUs with simplified vesting to improve alignment and retention .
-
Concerns/RED FLAGS:
- Ownership alignment shortfall: Director ownership guidelines not met across Covered Persons, partly due to stock declines; Abdun‑Nabi shows no beneficial ownership beyond unvested RSUs .
- Network interlocks: Multiple APVO directors with Emergent ties (including a current Emergent chair on APVO’s board) can create perceptions of groupthink or information channel bias, though APVO reports no related‑party transactions in 2023–2024 .
-
Net view: Abdun‑Nabi brings seasoned biotech executive and legal governance expertise with independent status and active committee involvement. The principal investor‑confidence risk is low skin‑in‑the‑game at present; monitoring equity accumulation post‑RSU vesting and guideline compliance is advisable .
