Behrad Derakhshan
About Behrad Derakhshan
Behrad Derakhshan, Ph.D., is Chief Operating Officer of Edgewise Therapeutics (EWTX) since January 2025, after serving as Chief Business Officer from September 2020 to January 2025; he is age 45 as of March 31, 2025 . He holds a Ph.D. in Biochemistry from a joint program between Weill Cornell Medicine and the University of Surrey, completed postdoctoral training at Yale School of Medicine, and earned a First-Class Honors BSc in Biochemistry from the University of Surrey . Company pay-versus-performance disclosures show cumulative TSR of 307.34 for 2024 versus 127.81 for 2023, providing context for incentive alignment across the executive team; non-PEO NEO compensation actually paid averaged $12.94M in 2024 versus $3.52M in 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Edgewise Therapeutics | Chief Business Officer | Sep 2020–Jan 2025 | Led business development/commercial strategy prior to promotion to COO . |
| VectivBio | Chief Business Officer | Jul 2019–Sep 2020 | Rare-disease focused biotech CBO role, pre-acquisition environment . |
| Therachon | VP, Head of Business Development | Apr 2017–Jun 2019 | Business development leadership; company acquired by Pfizer in 2019 . |
| Alexion Pharmaceuticals | Director, BD & Strategic Evaluation; earlier led New Products Global Commercial Insights & Analytics | Jan 2016–Apr 2017; Jan 2015–Dec 2015 | BD evaluation and commercial analytics for new products . |
| Navigant Consulting; Easton Associates | Management Consultant | Prior to 2015 | Life sciences consulting experience . |
| Yale School of Medicine | Postdoctoral Training | Prior to consultancy roles | Scientific training in biochemistry/medicine . |
| Weill Cornell Medicine / Univ. of Surrey | Ph.D. Biochemistry | — | Doctoral research training . |
Fixed Compensation
Summary Compensation (reported)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Salary ($) | 446,667 | 478,400 |
| Stock Awards ($) | — | 394,281 |
| Option Awards ($) | 1,125,650 | 1,705,376 |
| Non-Equity Incentive Plan Compensation ($) | 184,000 | 310,960 |
| All Other Compensation ($) | — | 7,176 |
| Total ($) | 1,756,317 | 2,896,193 |
Current terms (effective with promotion)
| Metric | 2024 Terms | 2025 Terms |
|---|---|---|
| Base Salary ($) | 478,400 | 520,000 |
| Target Bonus (%) | 40% | 45% |
| Employment Term | At-will | At-will |
Performance Compensation
Annual bonus outcomes and policy
| Year | Metric | Target | Actual Payout ($) | Vesting/Payment Terms |
|---|---|---|---|---|
| 2023 | Annual cash bonus | — | 184,000 | Company bonus policy generally requires continued employment through payment; paid upon Committee determination . |
| 2024 | Annual cash bonus | 40% of base salary | 310,960 | Company bonus policy generally requires continued employment through payment; paid upon Committee determination . |
Equity awards and vesting schedules (Outstanding at 12/31/2024)
| Grant Date | Award Type | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | RSUs Unvested (#) | RSUs Market Value ($) | Vesting Schedule Notes |
|---|---|---|---|---|---|---|---|---|
| 9/22/2020 | Option | 288,163 | — | 0.71 | 9/21/2030 | — | — | Monthly 1/48 beginning Oct 2, 2020 . |
| 12/16/2020 | Option | 102,949 | — | 1.93 | 12/15/2030 | — | — | Monthly 1/48 beginning Jan 3, 2021; 12-month acceleration on certain terminations; full acceleration on CIC with qualifying termination . |
| 8/17/2021 | Option | 116,666 | 23,334 | 16.38 | 8/17/2031 | — | — | Monthly 1/48 beginning Sep 17, 2021 . |
| 5/1/2022 | RSU | — | — | — | — | 5,209 | 139,080 | 1/3 annually beginning May 1, 2023 . |
| 8/8/2022 | Option | 116,666 | 83,334 | 10.39 | 8/8/2032 | — | — | Monthly 1/48 beginning Sep 8, 2022 . |
| 8/17/2023 | Option | 73,333 | 146,667 | 7.08 | 8/17/2033 | — | — | Monthly 1/48 beginning Sep 17, 2023 . |
| 8/12/2024 | Option | 11,562 | 127,188 | 17.05 | 8/12/2034 | — | — | Monthly 1/48 beginning Sep 12, 2024 . |
| 8/12/2024 | RSU | — | — | — | — | 23,125 | 617,439 | 1/4 annually beginning Aug 12, 2025 . |
Policy and governance context
- Compensation Committee retained Alpine Rewards in October 2023 as independent consultant and uses a peer group to ensure competitiveness; CEO recommends non-CEO packages, with decisions by the Committee .
- Clawback policy adopted October 2023 complying with SEC/Nasdaq requirements; grants timing policy avoids MNPI considerations .
Equity Ownership & Alignment
| As of March 31, 2025 | Value |
|---|---|
| Total beneficial ownership (shares) | 794,173 |
| Ownership % of outstanding shares | <1% (outstanding shares 95,205,683) |
| Directly held shares | 16,837 |
| Options exercisable within 60 days | 777,336 |
| Shares pledged as collateral | None disclosed |
| Rule 10b5-1 / non-Rule trading arrangements | None disclosed for Derakhshan in Q2–Q3 2025; company disclosed plans for other directors only |
Employment Terms
| Term | Detail |
|---|---|
| Employment start date | Joined EWTX September 2020 (Chief Business Officer); promoted to COO January 2025 . |
| Contract type | Confirmatory employment letter; at-will . |
| 2025 Base salary | $520,000 . |
| 2025 Target bonus | 45% of base salary . |
| 2024 Base salary / target bonus | $478,400; 40% target bonus . |
| Severance – Non-CIC Qualifying Termination (C-team level) | 9 months base salary; 9 months COBRA reimbursement or lump-sum in lieu; specified equity acceleration for first award tied to commencement (historical carve-out for 9/22/2020 grant limited to Good Reason terminations prior to 9/21/2021) . |
| Severance – CIC Qualifying Termination (C-team level; double-trigger) | Lump-sum 12 months base salary plus 100% of target annual bonus; 12 months COBRA reimbursement or lump sum; 100% acceleration of unvested equity awards, performance awards at target . |
| Change in Control definition | As defined in the Plan (ownership change >50%, board turnover, or asset sale meeting thresholds) . |
| Non-duplication rule | If Non-CIC severance paid and CIC occurs within 3 months with qualifying termination, CIC benefits offset prior Non-CIC payments . |
| Clawback policy | Compensation Recovery Policy adopted October 2023 . |
Investment Implications
- Equity-heavy mix with significant options and RSUs: in 2024, equity awards ($2.10M combined) exceeded cash salary and bonus ($789k), signaling high at-risk pay tied to share price and service; this supports alignment but also potential dilution and selling pressure as large grants vest beginning Aug 2025 .
- Retention risk balanced by severance economics: double-trigger CIC terms (12 months base + 100% target bonus and full acceleration) are market-consistent for C-suite, while Non-CIC severance (9 months base + COBRA) plus monthly option vesting mitigates abrupt departure risk .
- Skin-in-the-game: 794,173 shares beneficially owned including 777,336 options exercisable within 60 days; ownership is <1% of outstanding, but low-strike legacy options (e.g., $0.71 and $1.93) create strong intrinsic value alignment with TSR performance trends .
- Governance safeguards: clawback policy in place; no disclosed pledging or recent 10b5-1 plans for Derakhshan, reducing hedging/pledging red flags and suggesting lower near-term insider selling pressure beyond scheduled RSU/option vesting .