Bonnie Bassler
About Bonnie Bassler
Bonnie Bassler, Ph.D. (age 63), has served as an independent director of Cidara Therapeutics since January 2021. She is Chair of the Department of Molecular Biology at Princeton University (since 2013), Investigator of the Howard Hughes Medical Institute (since 2005), and Professor at Princeton (since 1994). She holds a B.S. in biochemistry from UC Davis and a Ph.D. in biochemistry from the John Hopkins University. Her board credentials include extensive molecular biology expertise and broad board experience across academia and biotech.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Princeton University – Council on Science and Technology | Director | Jul 2008 – Jun 2013 | Led cross-disciplinary science/technology education initiatives |
| Princeton Environmental Institute | Associate Faculty | Since 1996 | Interdisciplinary environmental scholarship |
| Princeton University (overall academic career) | Professor (Molecular Biology); Dept. Chair | Professor since 1994; Chair since 2013 | Leadership and governance of a major academic department |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Regeneron Pharmaceuticals, Inc. | Director | Since 2016 | Public biotech board |
| Royalty Pharma plc | Director | Since Jun 2020 | Public biopharma royalty co. |
| Alfred P. Sloan Foundation | Trustee | Since 2014 | Philanthropy in science/education |
| Kaleido Biosciences, Inc. | Director (prior) | 2018 – Apr 2022 | Then‑public healthcare company |
Board Governance
- Independence: The Board determined all directors other than the CEO (Jeffrey Stein) are independent under Nasdaq rules; Bassler is independent.
- Committee assignments: Chair, Nominating and Governance Committee; not listed on Audit or Compensation & Human Capital.
- Attendance: The Board met 6 times in 2024; all directors attended at least 75% of Board and applicable committee meetings. Independent directors held 5 executive sessions in 2024.
- Board leadership: Independent Chair of the Board (Daniel Burgess); separation of Chair/CEO to reinforce oversight.
Fixed Compensation
| Component | Amount/Structure | Notes |
|---|---|---|
| Annual cash retainer | $40,000 (non‑employee director); $70,000 for Board Chair | Policy amended Dec 2024 |
| Committee member retainers | Audit $10,000; Compensation & Human Capital $7,500; Nominating & Governance $5,000 | Increased from $9,000/$7,500/$4,000 in Dec 2024 |
| Committee chair retainers | Audit $20,000; Compensation & Human Capital $15,000; Nominating & Governance $10,000 | Increased from $18,000/$15,000/$8,000 in Dec 2024 |
| 2024 cash earned (Bassler) | $46,767 | As reported in 2024 Director Compensation table |
Performance Compensation
| Equity Element | Grant Size/Value | Vesting/Terms | Notes |
|---|---|---|---|
| Initial option grant (policy) | 22,200 shares | 1/3 on first anniversary; monthly over next 2 years; CoC acceleration | Increased from 4,250 shares in Dec 2024 |
| Annual option grant (policy) | 11,100 shares | One‑year cliff (earlier of 1st anniversary or prior to next annual meeting); CoC acceleration | Increased from 2,125 shares in Dec 2024 |
| One‑time director grant (Dec 2024) | 16,000 options (Bassler) | Vests over 3 years in equal monthly installments | Additional awards to certain directors in Dec 2024 |
| 2024 option award fair value (Bassler) | $284,789 | ASC 718 grant‑date value | As reported |
- Performance metrics: Director equity awards are time‑based; the proxy discloses no performance metrics tied to director compensation.
Other Directorships & Interlocks
| Company | Role | Potential Interlock Risk |
|---|---|---|
| Regeneron Pharmaceuticals, Inc. | Director | No related‑party transactions with CDTX disclosed involving Bassler or entities where she serves. |
| Royalty Pharma plc | Director | Same as above. |
| Alfred P. Sloan Foundation | Trustee | Non‑profit; no CDTX‑related transactions disclosed. |
| Kaleido Biosciences (prior) | Director | No CDTX transactions disclosed. |
Expertise & Qualifications
- Molecular biology and translational science leader (Princeton Chair, HHMI Investigator), providing deep technical oversight and R&D governance.
- Recognitions include election to the National Academy of Sciences, National Academy of Medicine, and the Royal Society.
- Education: B.S. (UC Davis); Ph.D. in biochemistry (John Hopkins University).
Equity Ownership
| Holder | Common Shares Owned | Options Exercisable within 60 Days | Total Beneficial Ownership | % Outstanding |
|---|---|---|---|---|
| Bonnie Bassler, Ph.D. | 15 | 10,942 | 10,957 | <1% |
| Citations |
- Hedging/pledging: Company policy prohibits directors from short sales, margin accounts, pledging securities as collateral, and hedging transactions.
Governance Assessment
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Strengths:
- Independent director with significant scientific credentials and cross‑industry board experience; chairs Nominating & Governance, supporting board refreshment and governance oversight.
- Meets independence standards; Board holds regular executive sessions of independent directors.
- Robust restrictions on hedging/pledging; Dodd‑Frank–compliant clawback policy in place.
-
Watchpoints:
- Director equity program was materially increased in Dec 2024 (initial and annual option sizes) and certain directors, including Bassler, received additional one‑time option grants (16,000), which investors may scrutinize for pay escalation and potential dilution; however, vesting remains time‑based, and grants include change‑of‑control acceleration consistent with plan terms.
- Attendance is disclosed only as “≥75%” for all directors; no individual attendance detail to further differentiate engagement.
-
Conflicts/Related‑Party Exposure:
- The company’s related‑person transactions disclosure lists no transactions involving Bassler; no CDTX dealings disclosed with entities where she serves.
-
Compensation Snapshot (2024, Bassler):
- Cash fees: $46,767; option awards (grant‑date fair value): $284,789; total: $331,556.
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Re‑election Status:
- Bassler (Class I) is nominated for re‑election at the 2025 Annual Meeting for a term through the 2028 Annual Meeting.