Alan Dunton
CorMedixAbout Alan W. Dunton
Alan W. Dunton, M.D., age 70, has served as an independent director of CorMedix Inc. since March 2019. He is the founder and principal consultant of Danerius, LLC and previously held senior R&D leadership roles at Johnson & Johnson (including President & Managing Director of Janssen), served as CEO of Panacos Pharmaceuticals (2007–2009), and Head/SVP of Research, Development and Regulatory Affairs at Purdue Pharma (2015–2018). He holds a B.S. in biochemistry, magna cum laude, from SUNY Buffalo and an M.D. from NYU School of Medicine .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Johnson & Johnson (Janssen) | President & Managing Director; senior R&D roles | From 1994 (specific end date not disclosed) | Led research, development, and regulatory at Janssen |
| Panacos Pharmaceuticals, Inc. | President & Chief Executive Officer | Jan 2007 – Mar 2009 | CEO leadership during antiviral development |
| Purdue Pharma L.P. | Head/SVP, Research, Development & Regulatory Affairs | Nov 2015 – Mar 2018 | Led R&D and regulatory functions |
| Danerius, LLC | Founder & Principal Consultant | Founded 2006 | Biopharma/pharma consulting |
External Roles
| Company | Role | Committees |
|---|---|---|
| Palatin Technologies, Inc. | Director | Compensation Committee Chair; Audit Committee member |
| Oragenics, Inc. | Director | Compensation Committee Chair; Audit Committee member |
| Recce Pharma Ltd. | Director | Board member (committee roles not specified) |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee member. The Board designates Dunton (with Lefkowitz and Duncan) as “audit committee financial experts.” All directors except the CEO are independent under Nasdaq rules; Dunton is independent .
- Meeting attendance: In 2024, Board met 4x; Audit 4x; Compensation 2x; Nominating & Governance 1x. Each director nominee attended at least 75% of Board and committee meetings; similarly in 2023, Board 5x; Audit 4x; Compensation 2x; Nominating & Governance 1x, with ≥75% attendance by nominees .
- Stockholder rights/controls: Manchester Securities (Elliott affiliates) retains rights to appoint/nominate two directors; not directly applicable to Dunton’s appointment but relevant to board composition .
Fixed Compensation
| Year | Cash Fees ($) | Components (illustrative) | Equity Grant FV ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 72,000 | Annual fee ($55k) + Audit member ($10k) + Compensation member ($7k) | 81,564 | 153,564 |
| 2023 | 72,000 | Annual $55k + committee member fees (unchanged) | 69,420 | 141,420 |
Director program parameters:
- Annual cash retainer: $55,000; Committee member fees: Audit $10,000; Compensation $7,000; Nominating & Governance $5,000; Chair fees: Board $45,000; Audit $23,000; Compensation $18,000; Nominating & Governance $14,000; Strategy Committee $15,000 .
- Equity: Initial option grant 30,000 shares (vests one-third on grant, one-third annually over two years); annual option grant 30,000 shares (vests monthly over one year). Program increased from 20,000 to 30,000 starting March 5, 2024 .
Performance Compensation
- Director equity is time-based stock options; no performance-conditioned metrics disclosed for directors. Vesting: annual grants vest monthly over one year; initial grants vest in thirds over two years .
- Plan features: No dividends on unvested awards; no repricing without stockholder approval; clawback/recoupment applies to awards per plan and company policy .
| Equity Element | 2024 Grant Parameters | Vesting | Notes |
|---|---|---|---|
| Annual Director Stock Options | 30,000 shares | Monthly over one year | Exercise price at grant-date FMV |
| Initial Director Stock Options | 30,000 shares | One-third at grant; one-third on 1st and 2nd anniversaries | For new directors only |
Other Directorships & Interlocks
| Organization | Shared relationships with CRMD | Potential conflict commentary |
|---|---|---|
| Palatin Technologies, Oragenics, Recce Pharma | No shared directorships with CRMD disclosed; no related-party transactions reported in 2023–2024 | Multiple public boards may raise workload/overboarding considerations for some investors; CRMD disclosure does not indicate a conflict |
Expertise & Qualifications
- Extensive pharmaceutical R&D leadership, regulatory oversight, and public-company board experience; designated audit committee financial expert .
- Compensation governance experience (chairs compensation committees at two public companies) .
Equity Ownership
| Date | Total Beneficial Ownership (shares) | Common Shares | Options Exercisable ≤60 days | % of Outstanding |
|---|---|---|---|---|
| Sep 24, 2024 | 147,750 | 15,250 | 132,500 | <1% |
| Apr 25, 2025 | 157,750 | 15,250 | 142,500 | <1% |
| Sep 30, 2025 | 147,750 | 15,250 | 132,500 | <1% |
- Director stock ownership guideline: non-employee directors must own $100,000 of CRMD stock within five years of joining the Board; compliance status for individual directors not disclosed .
- Hedging/pledging: policy prohibits short sales and hedging; strongly discourages pledging/margin accounts .
- Insider trades: No Form 4 transactions surfaced in our search for CRMD; no table provided due to lack of disclosures in available documents.
Governance Assessment
-
Strengths:
- Independence and dual committee service (Audit and Compensation) with audit financial expert designation support board effectiveness .
- Documented attendance ≥75% across Board/committee meetings indicates engagement .
- No related-party transactions disclosed for 2023–2024; robust audit committee oversight and written related-party policy .
- Sensible director pay structure with clear committee fees; equity aligns interests via options; anti-repricing and clawback provisions mitigate risk .
-
Watch items / potential red flags:
- Multiple concurrent public-company directorships (Palatin, Oragenics, Recce) plus CRMD may raise overboarding concerns for some investors evaluating bandwidth and focus (company does not flag a conflict) .
- Equity grant size increased in 2024 (from 20k to 30k options annually), modestly raising equity dilution and pay mix toward stock options; monitor future changes for pay inflation risk .
-
Compensation mix trend:
- Year-over-year, Dunton’s equity grant FV rose (2023: $69,420 → 2024: $81,564), while cash fees remained flat at $72,000, shifting mix slightly toward equity .
Overall, Dunton’s independence, committee expertise, and attendance support investor confidence; continued monitoring of external board commitments and director equity grant policy is warranted given 2024 increases .