Eric Bjerkholt
CERUSAbout Eric Bjerkholt
Independent director since October 2018 (age 65), Eric Bjerkholt is a career biopharma finance executive and current CFO of Mirum Pharmaceuticals (since September 2023). He holds a Cand. Oecon in Economics from the University of Oslo and an MBA from Harvard Business School, and the Board identifies him as an audit committee financial expert based on extensive CFO and audit chair experience at public companies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mirum Pharmaceuticals | Chief Financial Officer | Sep 2023–present | Public company CFO; adds biopharma finance depth to CERS Audit oversight . |
| Chinook Therapeutics | Chief Financial Officer | Nov 2020–Aug 2023 (acquired by Novartis Aug 2023) | Executive finance leadership through M&A; prior interlock with CERS CEO addressed post-acquisition . |
| Aimmune Therapeutics | Chief Financial Officer | Apr 2017–Nov 2020 | Public biotech CFO experience . |
| Sunesis Pharmaceuticals | EVP, Corp Dev & Finance; CFO | 2004–Apr 2017 | Long-tenured public-company finance leadership . |
| IntraBiotics Pharmaceuticals | SVP & CFO | 2002–2004 | Public biotech CFO . |
| LifeSpring Nutrition | Co-founder; CEO/President/CFO | 1999–2002 | Company co-founder and operator . |
| J.P. Morgan (Healthcare Banking) | Associate/VP | 1990–1997 | Capital markets/banking expertise . |
External Roles
| Organization | Role | Public/Private | Tenure | Committees/Impact |
|---|---|---|---|---|
| Metagenomi, Inc. | Director | Public | Since Jan 2025 | Current public board service . |
| Surrozen, Inc. | Director | Public | Since Apr 2023 | Current public board service . |
| CalciMedica, Inc. | Director; Audit Committee Chair | Public | Through Jan 2025 | Chaired audit, stepped off in 2025 . |
| Corium International, Inc. | Director; Audit Chair | Public (acquired Nov 2018) | Prior | Prior audit chair experience . |
| StemCells | Director; Audit Chair | Public (acquired Nov 2016) | Prior | Prior audit chair experience . |
| Unnamed private company | Director | Private | Current | Additional board experience . |
Board Governance
- Committee assignments (2025 proxy): Audit Committee member; will become Audit Committee Chair effective as of the 2025 Annual Meeting. Committee membership table shows “X” for Audit and footnote (1) designates his succession to Chair at the meeting date .
- Independence and expertise: Board determined he is independent and an “audit committee financial expert”; all current Audit Committee members are independent under Nasdaq 5605(c)(2)(A) .
- Attendance and engagement: The Board met six times in 2024; each director attended at least 75% of Board and applicable committee meetings. Independent directors held executive sessions following each Board meeting in 2024 .
- Overboarding consideration: The Board acknowledges some investors/proxy advisors may view him as “overboarded” given his Mirum CFO role plus two other public boards (besides CERS). After reviewing his attendance, participation, and expertise, the Board concluded his continued service (including on Audit) is appropriate and desirable .
- Committee activity levels (FY2024): Audit (4 meetings), Compensation (2), Nominating & Corporate Governance (5) .
- Related party/ethics controls: Audit Committee reviews related-party transactions under established policy; no related-person transactions reportable since Jan 1, 2024. Company prohibits director hedging and pledging of CERS stock; maintains director resignation policy for plurality-withhold outcomes .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual Board retainer (non-Chair) | $45,000 | 2024 policy; paid quarterly . |
| Audit Committee member retainer | $13,000 | 2024 policy (Chair: $26,000) . |
| Total cash fees paid to Bjerkholt (FY2024) | $54,750 | As reported in Director Compensation table . |
Performance Compensation
| Item | 2024 | 2025 | Key Terms |
|---|---|---|---|
| Annual RSU grant (continuing directors) | 40,000 RSUs; grant-date FV $75,600 | 60,000 RSUs (target $150,000 at $2.50/share) | 2024 grant on Jun 5, 2024 (annual meeting date). 100% vests on earlier of 1st anniversary or day before next annual meeting; accelerates on change in control. 2025 shift lowers target value but increases share count; other terms unchanged . |
| Plan governance | — | — | 2024 Equity Plan prohibits option repricing without stockholder approval; minimum 12-month vesting (5% carveout); awards subject to clawback and change-in-control treatment as disclosed . |
Other Directorships & Interlocks
| Relationship | Period | Details |
|---|---|---|
| Potential interlock (historical): CERS CEO (Greenman) served on Chinook’s board/comp committee while Bjerkholt was Chinook CFO | Portion of 2023 | Disclosed in Compensation Committee Interlocks; ceased upon Chinook acquisition by Novartis in Aug 2023; neither currently serves in any role at Chinook . |
| Overboarding assessment | 2025 proxy | Board considered his CFO role and two other public boards; concluded continued service appropriate based on preparedness, participation, and expertise . |
Expertise & Qualifications
- Audit and finance: Identified by the Board as an “audit committee financial expert,” with multiple public-company CFO tenures and prior audit chair roles (CalciMedica, Corium, StemCells) .
- Industry experience: Decades in biopharmaceuticals across development, commercialization, and corporate finance roles (Sunesis, Aimmune, Chinook, Mirum) .
- Education: Cand. Oecon (University of Oslo); MBA (Harvard Business School) .
Equity Ownership
| Metric | As of Dec 31, 2024 | As of Apr 1, 2025 |
|---|---|---|
| Beneficial ownership (shares) | — | 244,172 (<1% of outstanding) . |
| Options outstanding (aggregate shares) | 122,039 | — . |
| RSUs outstanding (aggregate shares) | 40,000 | — . |
| Director ownership guideline | 3× annual cash retainer; compliance required by end of 5th year | Bjerkholt was in compliance as of Dec 31, 2024 . |
| Hedging/pledging | Prohibited for directors | Prohibition in insider trading policy . |
Governance Assessment
-
Positives
- Imminent Audit Committee Chair with SEC-designated “financial expert” credentials; reinforces audit oversight during a product and regulatory inflection period .
- Strong attendance and engagement; Board affirms independence and expertise; independent chair structure at CERS supports effective oversight .
- Ownership alignment: in compliance with director stock ownership guidelines; meaningful equity via annual RSUs; anti-hedging/pledging policy reduces misalignment risk .
- No related-party transactions since Jan 1, 2024; robust related-person transaction policy and Audit Committee pre-approval controls .
-
Risk indicators and mitigating factors
- RED FLAG: Overboarding concerns (CFO role + two other public boards besides CERS). Board evaluated and maintained his seat and Audit role, citing high preparedness, participation, and audit expertise; monitor time demands as he assumes CERS Audit Chair .
- Historical interlock (CERS CEO at Chinook while Bjerkholt was CFO) has ended; Board re-confirmed his independence and reappointed him to Audit in 2024 .
-
Compensation structure signal
- Director pay mix remains equity-heavy with time-based RSUs; 2025 policy reduces target value ($150k from $200k) but increases share count (60k vs 40k) due to lower reference price, maintaining alignment without increasing cash spend; vesting is annual and accelerates on change in control; awards subject to clawback .