Susan Mahony, Ph.D.
ASSEMBLY BIOSCIENCESAbout Susan Mahony, Ph.D.
Independent director since December 2017 (8 years of service as of 2025), age 60. Former Senior Vice President and President of Lilly Oncology (2011–Aug 2018) with prior leadership roles at Eli Lilly; earlier commercial roles at Bristol-Myers Squibb (1995–2000), Amgen Limited (1991–1995), and Schering Plough (1989–1991). Education: B.Sc. and Ph.D. in Pharmacy (Aston University Honorary Doctorate) and MBA from London Business School .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Eli Lilly and Company | SVP & President, Lilly Oncology; earlier SVP HR & Diversity; President & GM Lilly Canada; Executive Director Global Development | 2000–Aug 2018 | Member of Lilly executive committee during Oncology role |
| Bristol-Myers Squibb Company | Sales & Marketing | 1995–2000 | Commercial leadership roles |
| Amgen Limited | Sales & Marketing | 1991–1995 | UK subsidiary experience |
| Schering Plough | Sales & Marketing | 1989–1991 | Early commercial roles |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Zymeworks Inc. | Director | Current | Public company board service |
| Axsome Therapeutics, Inc. | Director | Current | Public company board service |
| Vifor Pharma | Director | May 2019–Aug 2022 | Former public company board |
| Horizon Therapeutics plc | Director | Aug 2019–Oct 2023 | Former public company board |
Board Governance
- Independence: Determined independent under Nasdaq rules; not a Gilead designee .
- Current ASMB committee assignments:
- Compensation Committee Chair .
- Science & Technology Committee member .
- Committee meeting cadence (2024): Audit 5; Compensation 5; Nominating & Governance 4; Science & Technology 1; all standing committees composed entirely of independent directors; all directors attended ≥75% of aggregate meetings in 2024 .
- Board structure: Independent Chair (William R. Ringo, Jr.); Board held six meetings; independent director executive sessions held four times in 2024; all directors at time of 2024 Annual Meeting were in attendance .
Fixed Compensation
| Director Cash Fee Schedule (2024) | Amount (USD) |
|---|---|
| Annual retainer – non‑employee director | $40,000 |
| Chair of the Board (additional) | $80,000 |
| Audit Chair | $20,000 |
| Audit member (non‑chair) | $10,000 |
| Compensation Chair | $15,000 |
| Compensation member (non‑chair) | $7,500 |
| Nominating & Governance or Science & Technology Chair | $10,000 |
| Nominating & Governance or Science & Technology member (non‑chair) | $5,000 |
| Susan Mahony – 2024 Director Compensation | Amount (USD) |
|---|---|
| Fees earned or paid in cash | $60,000 |
| Option awards (grant‑date fair value) | $31,751 |
| Total | $91,751 |
Notes:
- Re‑elected non‑employee directors in 2024 were granted stock options to purchase 2,750 shares; exercise price = FMV at grant date; 10‑year term .
- New non‑employee directors receive 5,500 options vesting ratably over three years .
Performance Compensation
| Equity Design | Grant Size | Vesting | Term | Performance Conditions |
|---|---|---|---|---|
| Annual director stock options (2024 re‑elected) | 2,750 options | Vests in full on earlier of first anniversary or next annual meeting | 10 years | None; time‑based vesting only |
| New director stock options | 5,500 options | Vests ratably over three years | 10 years | None; time‑based vesting only |
Directors are not included in the proposed broad‑based PSU retention program; PSUs target employees only .
Other Directorships & Interlocks
| Counterparty | Relationship to ASMB | Interlock/Related‑party note |
|---|---|---|
| Gilead Sciences, Inc. | Strategic collaborator and >5% holder; designates two ASMB directors (not Dr. Mahony) | Related‑party transactions exist with Gilead; Audit Committee reviews; no Mahony‑specific transactions disclosed |
| Zymeworks Inc.; Axsome Therapeutics, Inc.; Vifor Pharma; Horizon Therapeutics plc | External boards of Dr. Mahony | No ASMB‑disclosed transactions with these entities; no interlocks disclosed |
Expertise & Qualifications
- Compensation governance expertise (Compensation Committee Chair) .
- Executive leadership and operations experience; strategic planning; deep pharmaceutical industry expertise .
- Scientific and technology oversight via Science & Technology Committee membership .
- Extensive public company board experience .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (shares) | 11,289 (<1%) |
| % of shares outstanding | <1% of 7,637,553 outstanding |
| Unexercised options held (as of Dec 31, 2024) | 11,289 options |
| Shares pledged as collateral | None known; company discloses no pledging arrangements |
| Stock ownership guidelines | None adopted; Compensation Committee annually reviews due to biotech volatility |
Governance Assessment
-
Strengths
- Independent director; chairs fully independent Compensation Committee; member of independent Science & Technology Committee—enhances oversight of pay design and R&D strategy .
- Board maintains independent Chair and regular executive sessions—supports independent oversight .
- Say‑on‑Pay support ~99% in 2024—positive signal on compensation governance .
- Director equity awards are time‑based with 10‑year option term; repricing prohibited under plan—shareholder‑friendly features .
-
Potential watch‑items
- No director/executive stock ownership guidelines—reduces formal alignment expectations despite rationale; monitor annual review outcome .
- Multi‑board commitments (two current public boards) warrant routine time‑commitment monitoring; ASMB reports ≥75% attendance across directors in 2024 .
- Gilead is a significant shareholder with designated directors; while Mahony is independent, continued vigilance on related‑party oversight is appropriate (Audit Committee screens transactions) .
-
No red flags disclosed
- No pledging or hedging arrangements disclosed; no Mahony‑specific related‑party transactions; all directors in attendance at 2024 annual meeting; majority voting in uncontested elections .