Stuart Duty
EyePoint PharmaceuticalsAbout Stuart Duty
Independent director at EyePoint Pharmaceuticals since 2023; age 60; experienced biotechnology investment banker and operating executive with a B.A. in Biochemistry (Occidental College) and M.B.A. (Harvard Business School). He serves on the Audit and Compensation Committees and is designated an “audit committee financial expert,” supporting board oversight of financial reporting and pay practices .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Guggenheim Securities, LLC | Senior Managing Director | Jun 2012–Mar 2023 | Led financing and strategic transactions for biotech/specialty pharma clients |
| Piper Jaffray Companies / Piper Jaffray, Inc. | Managing Director, Co-Head, Healthcare Investment Banking | 2007–2012; 1992–2002 | Co-led healthcare IB franchise |
| Oracle Partners, L.P. | Chief Operating Officer | 2002–2007 | Operations for healthcare-focused investment fund |
| Montgomery Securities | Managing Director, Healthcare Investment Banking | 1993–1999 | Covered healthcare issuers |
| Curative Technologies, Inc. | Director of Business Development | 1992–1993 | Biotherapeutics business development |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Achieve Life Sciences, Inc. (NASDAQ: ACHV) | Director | Since Mar 2023 | Audit Committee Chair; Nominating & Governance Committee |
| Milestone Pharmaceuticals Inc. (NASDAQ: MIST) | Director | Since Jul 2024 | Nominating & Corporate Governance Committee; full attendance in 2024 |
Board Governance
- Committee assignments: Audit Committee member and Compensation Committee member at EyePoint; designated “audit committee financial expert” .
- Independence: Board determined Duty is independent under SEC and Nasdaq rules .
- Attendance and engagement: Board met four times in 2024; each director serving the full year attended at least 75% of Board and committee meetings (Duty served on Audit and Compensation) .
- Executive sessions: Independent directors hold executive sessions at each regular Board meeting; committees also meet in executive session .
Fixed Compensation
| Item | 2024 Amount or Rate | Notes |
|---|---|---|
| Cash fees earned (2024) | $57,446 | Pro-rated based on service and committee roles |
| Board annual retainer | $45,000 per non-employee director | Chair $80,000; Vice Chair $70,000 |
| Audit Committee | $10,000 member; $20,000 chair (annual) | Duty is a member |
| Compensation Committee | $7,500 member; $15,000 chair (annual) | Duty is a member |
| Governance & Nominating Committee | $5,000 member; $10,000 chair (annual) | Not applicable to Duty at EYPT |
| Science Committee | $7,500 member; $15,000 chair (annual) | Not applicable to Duty |
| Meeting fees | $1,000 per meeting above 12 per year | Applies if threshold exceeded |
Performance Compensation
| Grant/Event | Instrument | Shares | Vesting | Grant-Date Fair Value |
|---|---|---|---|---|
| Initial director grant (Oct 16, 2023) | Stock options | 60,000 | Vests in three equal annual installments; 10-year term; strike set at closing price on grant date | Not disclosed |
| Annual director grant (Jan 3, 2025) | Stock options | 40,000 | Annual grants vest on first anniversary of grant | Not disclosed |
| 2024 option awards (compensation reported) | Options (aggregate fair value) | — | — | $397,692 (ASC 718) |
- No performance-based metrics disclosed for director awards (options are time-based; no PSUs for directors) .
Other Directorships & Interlocks
| Company | Industry Relation to EYPT | Interlock/Conflict Notes |
|---|---|---|
| Achieve Life Sciences (ACHV) | Smoking cessation (cytisinicline) – unrelated to ophthalmology | No EYPT related-party transactions disclosed involving Duty; none reported in ACHV impacting EYPT |
| Milestone Pharmaceuticals (MIST) | Cardiovascular (etripamil) – unrelated to ophthalmology | No EYPT related-party transactions disclosed involving Duty |
Expertise & Qualifications
- Financial and capital markets expertise; extensive biotech transaction experience (30+ years) .
- Audit committee financial expert designation at EyePoint .
- Technical education and advanced business training (Occidental College B.A. Biochemistry; Harvard M.B.A.) .
Equity Ownership
| Metric | Value | As of |
|---|---|---|
| Aggregate beneficial ownership (shares/options within 60 days) | 45,014 | Apr 23, 2025 |
| Percent of outstanding shares | <1% | Apr 23, 2025 |
| Outstanding option awards (director-level) | 85,014 | Dec 31, 2024 |
| Exercisable within 60 days (included above) | 45,014 | Apr 23, 2025 |
| Hedging/Pledging | Prohibited by company insider trading policy (short sales, derivatives, hedging, margin/pledging) | Policy |
Insider Trades (Director Equity Activity)
| Date | Type | Security | Shares | Notes |
|---|---|---|---|---|
| Oct 16, 2023 | Initial director option grant | Stock options | 60,000 | Vests 3 equal annual installments; 10-year term; exercise price = closing price on grant date |
| Jan 3, 2025 | Annual director option grant | Stock options | 40,000 | Vests on first anniversary; standard director annual grant cycle |
| Jan 7, 2025 | Form 4 filed | — | — | Confirms Jan 3, 2025 grant reporting for Duty |
Governance Assessment
- Board effectiveness: Duty strengthens financial rigor; independent; audit committee financial expert; serves on Audit and Compensation, key levers for risk and pay oversight .
- Alignment: Director pay is equity-heavy (options fair value $397,692 vs cash $57,446), creating long-term alignment without performance metrics; annual non-employee director compensation is capped ($850k; $1.1M initial year) under the 2023 Plan, a governance-friendly limiter .
- Independence & conflicts: No related-party transactions involving Duty; 8-K appointment disclosed no Item 404 relationships; company’s hedging/pledging ban reduces misalignment risk .
- Attendance & engagement: Board and committees met regularly; minimum 75% attendance threshold achieved among directors; executive sessions at each meeting bolster independent oversight .
- Shareholder confidence: 2025 shareholder vote showed strong support for Duty’s re-election (For 54,213,405; Withheld 571,269) .
RED FLAGS
- None identified in company disclosures: no related-party transactions tied to Duty; no hedging/pledging or option repricing; compensation kept within plan limits; compensation consultant independence assessed with no conflicts (Aon; aggregate fees $166k; commercial risk services by Aon affiliates $195k; Committee concluded no conflict) .