Terrie Curran
About Terrie Curran
Independent director (Class I) at Arcutis Biotherapeutics since November 2020; term expires at the 2027 annual meeting. She is Chair of the Nominating & Corporate Governance Committee (since 2021). Age 56; education includes a Graduate Diploma of Marketing and a Bachelor of Applied Science from the University of Technology, Sydney. Former CEO and President of Phathom Pharmaceuticals (Dec 2019–Mar 2025) and board member (Aug 2019–Mar 2025). Prior senior roles at Celgene (President, Global Inflammation & Immunology), Merck, Schering‑Plough, and Pharmacia; previously served on H. Lundbeck A/S’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Phathom Pharmaceuticals, Inc. | Chief Executive Officer & President | Dec 2019–Mar 2025 | Board member Aug 2019–Mar 2025; executive leadership in GI therapeutics |
| Myovant Sciences Ltd. | Director | Nov 2016–2023 | Not disclosed |
| Celgene Corporation | President, Global Inflammation & Immunology Franchise; Executive Committee member | Apr 2017–Nov 2019 | Built team that executed OTEZLA launch; later Head of Worldwide Markets |
| Merck & Co. | SVP & GM – Global Women’s Health | Not disclosed | Global commercial leadership |
| Schering‑Plough; Pharmacia | Country General Manager roles across Europe/APAC | Not disclosed | General management across geographies |
| H. Lundbeck A/S | Director (prior) | Not disclosed | Prior public company board experience |
External Roles
- No current public company directorships disclosed as of the 2025 proxy; prior directorships include Phathom (ended Mar 2025), Myovant (ended 2023), and H. Lundbeck A/S (prior) .
Board Governance
- Board class/tenure: Class I director; term expires at the 2027 annual meeting .
- Committee assignments: Chair, Nominating & Corporate Governance Committee; committee members are Sue‑Jean Lin, Terrie Curran, Howard Welgus, M.D. .
- Independence: Board determined 8 of 9 directors are independent; Curran is independent under Nasdaq rules .
- Attendance: Board met 5 times in 2024; Nominating & Corporate Governance met 3 times; each director attended 100% of board and committee meetings .
- Executive sessions: Independent directors meet in regularly scheduled executive sessions .
- Chairman: Keith R. Leonard, Jr. (as of Nov 2024) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual base retainer (cash) | $50,000 | Paid quarterly in arrears; prorated for partial service |
| Committee chair retainer – Nominating & Corporate Governance | $10,000 | Paid quarterly in arrears |
| Committee membership fee – Nominating & Corporate Governance | Not paid (total cash shown below) | Program provides $5,000 for members; Curran’s 2024 cash total indicates base + chair |
| Total cash fees earned (2024) | $60,000 | As reported in Director Compensation table |
Performance Compensation
| Component | 2024 Grant Value | Structure / Vesting | Notes |
|---|---|---|---|
| Annual director stock options | $162,500 | 65% of annual equity; exercise price = closing market price on grant; vest fully on earlier of 1 year or immediately before next annual meeting, subject to service | Change in control: outstanding, unvested equity vests in full immediately before closing |
| Annual director RSUs | $87,500 | 35% of annual equity; same vesting cadence as above; optional deferral election available | RSU issuance can be deferred under program elections (not disclosed for Curran in 2024) |
No performance‑based equity (PSUs) or cash metrics are used for non‑employee director compensation; annual equity is time‑vested by program design .
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock Considerations |
|---|---|---|
| Phathom Pharmaceuticals, Inc. | CEO/President; Director (ended Mar 2025) | No related‑party transactions disclosed with Arcutis |
| Myovant Sciences Ltd. | Director (ended 2023) | None disclosed |
| H. Lundbeck A/S | Director (prior) | None disclosed |
- Related‑party transactions: 2024–2025 RPT disclosures include Frazier Life Sciences participation in a follow‑on offering (affiliated with director Patrick Heron); no related‑party transactions involving Terrie Curran disclosed .
Expertise & Qualifications
- Executive leadership and commercialization: Executive management and commercialization expertise as shown in Board Skills Overview .
- Dermatology: Prior significant business experience in dermatology .
- Finance & accounting: Identified with finance and accounting expertise in skills matrix .
- Prior board experience: Public company board experience (Phathom, Myovant, Lundbeck) .
Equity Ownership
| Holder | Common Shares | Options Exercisable within 60 Days | Total Beneficially Owned | % Outstanding |
|---|---|---|---|---|
| Terrie Curran (as of Apr 15, 2025) | 0 | 37,191 | 37,191 | <1% |
| Instrument | Quantity Outstanding (Dec 31, 2024) |
|---|---|
| Stock options | 101,959 |
| RSUs | 10,139 |
- Hedging/pledging: Company policy prohibits hedging and pledging; pledging only permitted with compliance approval .
- Ownership guidelines: Company maintains stock ownership guidelines for senior executives and non‑employee directors to align long‑term interests; specific multiples not disclosed .
Governance Assessment
- Board effectiveness: Curran’s domain expertise (dermatology), public company board experience, and commercialization track record support her role as Nominating & Corporate Governance Chair, including oversight of ESG and board composition/performance .
- Independence and engagement: Independent under Nasdaq, perfect attendance, regular independent executive sessions; these factors are positive signals for governance quality and oversight integrity .
- Compensation alignment: Modest cash retainer with majority of director compensation in time‑vested equity (options/RSUs), standard change‑in‑control vesting; no performance‑based pay or perquisites reported—typical for independent directors and supportive of alignment without undue risk incentives .
- Potential conflicts: No related‑party transactions involving Curran disclosed; prior external roles concluded by 2025, reducing risk of interlocks; company’s anti‑hedging/pledging policy further mitigates alignment risks .
- RED FLAGS: None identified specific to Curran—no RPTs, no attendance shortfalls, no pledging disclosures, no tax gross‑ups or option repricings for directors (2024 option exchange excluded non‑employee directors) .
Overall, Curran appears to be a well‑qualified, independent director with strong sector expertise and governance engagement; compensation structure and policies suggest alignment with shareholder interests and low conflict risk .