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Abraham Ceesay

About Abraham Ceesay

Abraham “Abe” Ceesay is Chief Executive Officer of Rapport Therapeutics and was appointed as an independent director to Charles River Laboratories’ Board on May 20, 2025, as part of a governance refresh agreed under a cooperation agreement with Elliott Investment Management . He holds an M.B.A. from Suffolk University’s Sawyer School of Management and a B.A. from Ithaca College, and brings nearly two decades of biopharma leadership experience across commercial, operating, and CEO roles . Independence indicators include non‑employee status and no related‑party transactions requiring disclosure under Item 404(a) at appointment .

Past Roles

OrganizationRoleTenureCommittees/Impact
Rapport TherapeuticsChief Executive OfficerNot disclosedCurrent CEO; biopharma leadership across CNS programs
Cerevel TherapeuticsPresidentMay 2021 – Feb 2023Led commercial and portfolio execution during growth phase
Tiburio TherapeuticsChief Executive OfficerNot disclosedEarly-stage rare disease focus; CEO leadership
scPharmaceuticalsChief Operating OfficerNot disclosedScaled operations; commercialization experience
Keryx BiopharmaceuticalsHead of CommercialNot disclosedCommercial leadership in nephrology
Ironwood PharmaceuticalsVice President of MarketingNot disclosedBrand building and market strategy
Sanofi (Genzyme)Roles of increasing responsibilityNot disclosedLarge-cap biopharma operating depth

External Roles

OrganizationRoleTypeCommittees/Impact
Pacira BioSciencesDirectorPublic company boardSurgical/analgesic markets; potential industry adjacency
Rapport TherapeuticsDirectorPrivate company boardGovernance alignment with CEO role
Life Science CaresDirectorNon‑profitSector philanthropy and community engagement
Museum of Science (Boston)Board of TrusteesNon‑profitSTEM advocacy and public education

Board Governance

  • Appointment and independence: Appointed May 20, 2025; independent non‑employee director with no Item 404(a) related‑party transactions at appointment .
  • Committee assignment: Member of the combined New Approach Methodologies and Science Committee (NAMS), created by merging the Science & Technology and Responsible Animal Use committees; NAMS chaired by Craig B. Thompson, M.D. .
  • Board leadership context: 2025 refresh added four new directors; Board size capped at 11 during cooperation period; nine independent directors post-refresh; Lead Independent Director designated as Martin W. Mackay, Ph.D.; Audit Committee chaired by Virginia M. Wilson .
  • Attendance expectations: Directors are expected to attend ≥75% of meetings; in 2024, all then‑serving directors met this threshold (Ceesay joined in 2025) .

Fixed Compensation

ComponentPolicy/AmountNotes
Annual cash retainer$65,000Paid to all non‑employee directors; pro‑rated for partial year service
Audit Committee member fee$5,000Only Audit Committee has a member fee; Ceesay is not appointed to Audit
Committee chair fees$20,000 per chairFor chairs of Audit ($25k), Compensation ($20k), Corporate Governance & Nominating ($20k), Finance ($20k, dissolved), Responsible Animal Use ($20k), Science & Technology ($20k), Strategic Planning & Capital Allocation ($20k); Ceesay is not a chair
Deferral planRSU deferral up to 5 yearsNon‑Employee Directors Deferral Plan allows deferral of RSUs, including upon retirement

Performance Compensation

Equity GrantValueSplitTiming/Vesting
Initial director equity$255,500 (pre pro‑rata)50% RSUs / 50% stock optionsIssued on first day of month following appointment; pro‑rated based on service months; standard program terms apply
Annual director equity~$255,50050% RSUs / 50% stock optionsGranted annually following the AGM under non‑employee director policy
Annual cap$800,000Aggregate cash + equityCap excludes initial appointment grants up to $600,000

No performance metrics are attached to director equity grants; awards are time‑based and structured to align director interests with shareholders via equity mix and stock ownership requirements .

Other Directorships & Interlocks

  • Public boards: Pacira BioSciences director (PCRX) .
  • Interlocks/conflicts: Company disclosed no transactions for Ceesay requiring Item 404(a) related‑party reporting at appointment; ongoing independence governed by CRL’s Director Qualification Standards and Related Person Transactions Policy .

Expertise & Qualifications

  • Executive leadership across biopharma (CNS, rare disease), commercialization, operations, and growth-stage scaling; CEO/President roles emphasize hands‑on operating experience .
  • Education: M.B.A. (Suffolk), B.A. (Ithaca); breadth across large-cap and emerging biotechs (Sanofi/Genzyme, Cerevel, Ironwood, Keryx, scPharma) .
  • Boardroom contributions: Sector operator with commercial and portfolio execution skills relevant to CRL’s client base and NAMS focus on advancing new scientific methodologies .

Equity Ownership

PolicyRequirementCompliance Window
Director stock ownership5x annual cash retainerNewly elected directors have 5 years to comply; prior three‑year service directors in compliance with prior requirement as of proxy date
Hedging/pledgingProhibited for directorsInsider Trading Policy prohibits hedging, pledging, and derivative trading

Governance Assessment

  • Board refresh signal: Appointment via cooperation agreement with Elliott reflects proactive refresh and strategic review mandate; Ceesay is a “New Company Director” (not investor‑designated), supporting independence while benefiting from activist-driven oversight improvements .
  • Committee alignment: Placement on NAMS aligns Ceesay’s operating/science-adjacent experience with CRL’s focus on new methodologies and responsible animal use, an area of investor scrutiny; chair is independent, preserving committee oversight quality .
  • Pay alignment and ownership: Director comp mix emphasizes equity with deferral and ownership requirements (5x retainer), fostering long-term alignment; annual cash retainer modest with no meeting fees, and Audit-only member fee limits undue cash-heavy incentives .
  • Independence and conflicts: No related‑party transactions disclosed for Ceesay at appointment; CRL standards restrict conflicts, hedging/pledging, and mandate arm’s‑length dealings, supporting investor confidence .
  • Shareholder sentiment: Say‑on‑pay support remained strong in 2025 (40.2M for; 1.43M against), indicating broad investor confidence in governance and pay programs amidst refresh and strategic review .
  • Monitoring items (not red flags): CFO transition in Sept 2025 (interim CFO appointed; guidance reaffirmed) warrants continued oversight but was disclosed as non‑disagreement and accompanied by steady outlook; not directly tied to Ceesay but relevant to board effectiveness context .

Overall, Ceesay’s appointment adds seasoned operator perspective to CRL’s board with clear independence safeguards, committee alignment to NAMS, and no disclosed conflicts; combined with robust director ownership requirements and equity-heavy compensation structure, these signals support board effectiveness and investor alignment .