Gregg Alton
CORCEPT THERAPEUTICSAbout Gregg Alton
Gregg Alton (age 59) is an independent director of Corcept Therapeutics (CORT) who has served on the Board since March 2020. He is a former Chief Patient Officer, Interim CEO, and General Counsel at Gilead Sciences, with a background as an M&A and corporate finance attorney at Cooley. He holds a B.A. in Legal Studies from UC Berkeley and a J.D. from Stanford University. The Board affirms his independence under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gilead Sciences, Inc. | Chief Patient Officer; Interim CEO; General Counsel; multiple leadership roles spanning legal, medical affairs, policy, commercial | Joined 1999; CPO Aug 2018–Jan 2020 | Led patient, legal, regulatory and commercial functions; broad operating scope |
| Cooley Godward LLP | Attorney (M&A, corporate partnerships, corporate finance) | Pre-1999 | Transactional expertise in healthcare and IT sectors |
External Roles
| Organization | Role | Public/Private | Tenure |
|---|---|---|---|
| Novavax, Inc. | Director | Public | Since Nov 2020 |
| Brii Biosciences | Director | Public (listed) | Since Jun 2021 |
| Renovaro Biosciences Inc. | Director (prior) | Public | Jan 2020–Oct 2024 |
| ETR | Director | Non-profit | Since Sep 2021 |
| Global Antibiotic R&D Partnership (GARDP) | Director | Non-profit | Since Sep 2021 |
| Hepatitis Fund; Boys & Girls Clubs of Oakland; several private companies | Director/Trustee | Private/Non-profit | Ongoing |
Board Governance
- Current CORT board committees: Audit Committee Chair; Compensation Committee member. Audit met 5x; Compensation met 1x in 2024 .
- Audit Committee financial expert: The Board designates Alton (and Dr. Cannon, Murray, Mahoney) as “audit committee financial experts” under SEC rules .
- Independence: The Board determined Alton is independent under Nasdaq rules (8 of 9 directors independent) .
- Attendance: Each director attended at least 75% of Board and committee meetings in 2024; Board met 4x; independent directors held 4 executive sessions; seven directors attended the 2024 annual meeting .
- Nominating & Governance: Not listed as a member (committee members are Park (Chair), Baker, Cannon, Wilson) .
Fixed Compensation (Director)
| Component | Amount ($) | Notes |
|---|---|---|
| Cash retainer (non-employee director) | 50,000 | Annual cash fee effective Jan 1, 2024 |
| Audit Committee Chair fee | 25,000 | 2024 committee chair fee |
| Compensation Committee member fee | 10,000 | 2024 member fee |
| Total Cash Paid to Alton (2024) | 85,000 | Reported for 2024; matches role-based schedule above |
Additional structural provisions:
- Annual director equity grants: continuing directors received options for 30,000 shares vesting monthly over one year in 2024; Board may grant additional awards for leadership roles .
- Annual caps approved Apr 2024: $1.5M for continuing directors; $2.0M in first year for newly appointed directors (cash + equity) .
Performance Compensation (Director Equity)
| Grant Year | Award Type | Shares/Units | Vesting | Grant Date Fair Value ($) | Notes |
|---|---|---|---|---|---|
| 2024 | Stock options | 30,000 | 12 equal monthly installments | 516,410 | Award amount and fair value per non-employee director; options granted at FMV on grant date |
| Outstanding (12/31/2024) | Stock options | 190,000 | As per grant terms | — | Aggregate options held by Alton as of year-end 2024 |
Notes and policies:
- Director options vest per award terms; director grants in 2024 vest monthly over one year; grant pricing at last quoted Nasdaq price on grant date (plan practice) .
- Insider trading policy prohibits hedging and pledging by directors and officers (alignment positive) .
Other Directorships & Interlocks
- Compensation Committee Interlocks: During 2024, the Compensation Committee (Mahoney (Chair), Alton, Baker, Swisher) had no interlocks or insider participation; none are or have been CORT officers; no cross-board executive interlocks with CORT NEOs disclosed .
- Related party transactions: None requiring disclosure since Jan 1, 2024 (other than standard director/executive compensation) .
Expertise & Qualifications
- Legal, regulatory, and commercial operating expertise from executive tenure at Gilead; transactional background at Cooley .
- Audit committee financial expert designation evidences financial acumen and literacy .
- Education: B.A. (UC Berkeley, Legal Studies); J.D. (Stanford) .
Equity Ownership
| Holder | Total Beneficial Ownership (shares) | % of Outstanding | Composition/Notes |
|---|---|---|---|
| Gregg Alton | 190,000 | * | Includes 190,000 shares acquirable via options exercisable within 60 days of April 17, 2025 |
Additional alignment and risk controls:
- Hedging and pledging prohibited for directors and officers (no pledging of CORT shares as collateral) .
- Section 16(a) compliance: Company reports 2024 compliance for directors and officers, with two late filings unrelated to Alton (Hunt, Belanoff) .
Governance Assessment
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Strengths
- Independent director with deep biopharma operating, legal, and compliance background; designated audit committee financial expert; chairs the Audit Committee (key for financial oversight) .
- Strong engagement: Board and committee attendance at or above 75%; Audit Committee met 5x; independent executive sessions held 4x .
- Pay structure aligns with governance roles: modest cash retainer augmented by role-based committee fees; equity delivered via options vesting monthly over a year, linking value to stock performance .
- Shareholder alignment signals: 98% Say-on-Pay approval at 2024 meeting, suggesting broad investor support for compensation governance .
- No related-party transactions; hedging/pledging prohibitions reduce misalignment risk .
-
Watch items / potential risks
- Multiple external board roles (Novavax; Brii; prior Renovaro) increase time commitments; not direct product-market conflicts with CORT’s cortisol/endocrinology focus, but should be monitored for bandwidth and emerging interlocks .
- Director equity is delivered solely in options, which increases at-risk alignment but can incentivize risk-taking if not balanced; however, Audit Chair responsibilities and overall board oversight mitigate this risk .
-
Overall view
- Alton’s governance profile supports investor confidence: independence, financial expertise, and active committee leadership with clean related-party record. Equity-heavy director compensation and anti-hedging/anti-pledging policy further align interests with shareholders .
RED FLAGS: None disclosed specific to Alton (no related-party transactions; Section 16(a) compliance; no pledging; no reported attendance shortfalls) .