Darcy Mootz
About Darcy Mootz
Independent director of Elevation Oncology (ELEV) since January 2024; age 51 as of December 31, 2024. President of Architect Therapeutics (since April 2023) with prior senior roles at Amunix (Sanofi) and Amunix Pharmaceuticals; board member at Alpha-9 Oncology. Education: B.S. Biology (Duke), Ph.D. Biochemistry (Harvard).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Amunix (Sanofi) | Head of Amunix | Feb 2022 – Apr 2023 | Post-acquisition integration and leadership |
| Amunix Pharmaceuticals | Chief Business Officer | Feb 2019 – Feb 2022 | Corporate development, strategy execution |
| ORIC Pharmaceuticals | Chief Business Officer | Not disclosed | Corporate development leadership |
| Achaogen | VP/Head, Corporate Development | Not disclosed | BD strategy in anti-infectives |
| Independent Consultant | Corporate development advisor | Prior to 2019 | VC and life sciences advisory |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Architect Therapeutics | President | Since Apr 2023 | Executive leadership |
| Alpha-9 Oncology, Inc. | Director | Current | Board oversight at clinical-stage biotech |
Board Governance
- Independence: Board determined Darcy Mootz is an independent director under SEC and Nasdaq rules.
- Committees: Member, Audit Committee (appointed Apr 5, 2024); Member, Compensation Committee (appointed Jan 18, 2024).
- Attendance/Engagement: In 2024, the Board met 4x; Audit 4x; Compensation 5x; no incumbent director attended fewer than 75% of aggregate Board and committee meetings. Independent directors meet separately without management on a regular basis.
- Governance structure: Separate Chair (Steven A. Elms) and CEO; committee charters and Corporate Governance Guidelines available.
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $48,417 |
| Director Program – Annual Cash Retainer ($) | $40,000 (structure) |
| Director Program – Committee Member Fees ($) | Audit: $7,500; Compensation: $5,000 (structure) |
Notes:
- 2024 cash received reflects pro-rata service timing (Board from Jan 18, 2024; Audit Committee from Apr 5, 2024).
Performance Compensation
| Metric | FY 2024 |
|---|---|
| Option Awards – Aggregate Grant Date Fair Value ($) | $182,483 |
| Options Outstanding (#) | 90,000 |
| Director Equity Program – Initial Grant (#) | 70,000 options upon election; vests monthly over 36 months (structure) |
| Director Equity Program – Annual Grant (#) | 35,000 options on Annual Meeting; vests fully after 1 year (structure) |
| Change-in-Control Treatment | Director equity vests in full upon change in control (structure) |
No director performance metrics (TSR/EBITDA/ESG) tied to director compensation are disclosed.
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Alpha-9 Oncology, Inc. | Not disclosed as public | Director | No related-party transactions disclosed with ELEV |
| Architect Therapeutics | Not disclosed as public | President | No related-party transactions disclosed with ELEV |
Expertise & Qualifications
- Scientific/biotech leadership and corporate development expertise spanning oncology and anti-infectives; senior executive roles including president and CBO.
- Education: B.S. Biology (Duke), Ph.D. Biochemistry (Harvard).
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial Ownership (# of Shares) | 24,444 (options exercisable within 60 days of Mar 31, 2025) |
| Beneficial Ownership (% of Outstanding) | <1% (“*” per proxy) with 59,223,729 shares outstanding |
| Options Outstanding (#) | 90,000 |
| Hedging Policy | Company prohibits director/insider hedging transactions |
| Pledging | No pledging disclosure; not indicated in proxy |
Governance Assessment
- Committee coverage is aligned with skillset: Compensation (BD/strategy) and Audit (financial literacy required); Board affirms independence. Attendance meets the 75%+ threshold, supporting engagement and effectiveness.
- Compensation structure skews toward equity via options, creating alignment with shareholder value creation; cash retainer and committee fees are modest for a small-cap EGC. Change-in-control full vesting is standard but can reduce post-transaction retention incentives for directors.
- Conflicts/related-party: No Item 404 related-party transactions involving Mootz; anti-hedging policy in place; no disclosed pledging—low conflict risk.
- Compensation oversight: Committee engages independent consultant (Alpine Rewards); Compensation Committee determined no consultant conflicts—positive governance signal.
- Say-on-Pay: As an emerging growth company and smaller reporting company, ELEV is not required to hold advisory say-on-pay votes—limits external feedback channels on compensation but is permitted under EGC status.
RED FLAGS
- Full equity acceleration on change-in-control for directors may weaken alignment at the point of corporate control changes, though common in small-cap biotech.
Overall implication: Darcy Mootz appears independent, engaged, and aligned through equity-heavy compensation, with low observed conflict risk and relevant scientific/BD expertise for R&D-centric oversight. Governance practices (independent consultant, separate Chair/CEO, anti-hedging) support investor confidence, with standard small-cap director equity acceleration as the primary watch item.