Michael Raab
AMICUS THERAPEUTICSAbout Michael G. Raab
Michael G. Raab, age 60, has served on Amicus’s Board since May 2004, previously as Lead Independent Director (Sept 2018–Mar 2024) and currently as independent Chairman of the Board since March 4, 2024. He is the President & CEO of Ardelyx, Inc. (Nasdaq: ARDX), Chairman of Tempest Therapeutics, Inc. (Nasdaq: TPST), and serves on governing boards at the Biotechnology Innovation Organization; he holds a B.A. from DePauw University. The Board has determined Raab is independent under Nasdaq rules and highlighted his extensive drug development and commercialization experience and strong engagement with Amicus matters.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Amicus Therapeutics | Lead Independent Director | Sept 2018–Mar 2024 | Provided independent leadership, investor engagement in 2023 proxy cycle; transitioned to independent Chairman in 2024 |
| New Enterprise Associates (NEA) | Partner (healthcare investing) | Jun 2002–Dec 2008 | Oversaw investments in pharmaceuticals/biotech |
| Genzyme Corporation | SVP, Therapeutics; GM, Renagel | 1999–2002 | Commercial leadership in therapeutics |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ardelyx, Inc. (Nasdaq: ARDX) | President & CEO; Director | Since Mar 2009 | Biopharma leadership; drug development and commercialization |
| Tempest Therapeutics (Nasdaq: TPST) | Chairman | Not disclosed | Oversees clinical-stage oncology biotech |
| Biotechnology Innovation Organization (BIO) | Emerging Companies and Health Section Governing Boards | Not disclosed | Industry governance roles |
Board Governance
- Role and independence: Independent Chairman of the Board; member of the Nominating & Corporate Governance Committee; Board affirmed his independence under Nasdaq rules.
- Committee assignments (2024–2025): Nominating & Corporate Governance Committee member; not a member of Audit, Compensation, Science & Technology.
- Attendance and engagement: 100% attendance in 2024; active investor engagement and substantial ad hoc involvement; Board evaluated and confirmed his capacity to serve as Chairman prior to appointment.
- Board leadership structure: CEO and Chairman roles separated; Lead Independent Director role eliminated after the Chairman became independent.
- Governance processes: Annual third-party-assisted Board and committee self-evaluations; Board has guidelines including majority independence and limits on other board service.
Fixed Compensation
| Component | Annual Amount ($) | Notes |
|---|---|---|
| Board member cash retainer | 50,000 | Applies to all non-employee directors |
| Chairman of the Board fee | 75,000 | Effective March 4, 2024; annualized |
| Lead Independent Director fee | 30,000 | Applied prior to Mar 4, 2024 (pro-rated) |
| Committee membership fees | 7,500–12,000 | Nominating & Corporate Governance: $7,500; Compensation: $10,000; Audit: $10,000 (then $12,000 from Jun 1, 2024) |
| Committee chair fees | 12,500–30,000 | Nominating Chair: $12,500; Compensation Chair: $20,000; Audit Chair: $30,000; Science & Tech Chair: $16,000 (all inclusive of membership fees) |
| 2024 Actual Director Cash Fees (Michael G. Raab) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 127,527 |
Performance Compensation
| Award Type | 2024 Grant Value ($) | Vesting | Term | Exercise Price Policy |
|---|---|---|---|---|
| RSUs (annual director grant) | 121,667 | Vest in full at next Annual Meeting (time-based) | N/A | FMV not applicable to RSUs; grant date is Annual Meeting |
| Non-qualified stock options | 243,333 | Vest in full at next Annual Meeting (time-based) | 10 years | Exercise price = 100% of FMV on grant date (Annual Meeting) |
- Award mix shift: In 2024, annual director equity grant increased to $365,000 total, allocated 2/3 to options and 1/3 to RSUs; vesting is time-based, not performance-linked.
- Initial grants for newly appointed directors: $500,000 (50% RSUs/50% options) with 4-year vesting (RSUs 25% annually; options 25% year 1 then monthly ratable for remaining 3 years).
- No performance metrics disclosed for director equity (no PRSUs or TSR targets for directors).
| 2024 Total Equity Grant Value (Michael G. Raab) | Amount ($) |
|---|---|
| Stock Awards (RSUs) | 121,667 |
| Option Awards | 243,333 |
| Total Equity Compensation | 365,000 (sum of above) |
Other Directorships & Interlocks
| Company/Organization | Role | Potential Interlock/Conflict Consideration |
|---|---|---|
| Ardelyx, Inc. (ARDX) | CEO & Director | External CEO role can increase time demands; Board evaluated and found sufficient capacity and engagement for Amicus Chair role |
| Tempest Therapeutics (TPST) | Chairman | No related-party transactions with Amicus disclosed |
| BIO Governing Boards | Member | Routine industry association; Company pays annual dues to BIO; disclosed related-party payment ties only to former Amicus Executive Chairman (Crowley), not Raab |
Expertise & Qualifications
- Deep biopharma leadership across rare diseases, cardio-renal, GI; commercialization track record; prior venture investing experience at NEA; integrity-based governance approach.
- Brings global perspective; substantial time and attention to Amicus matters as Chairman and committee member.
Equity Ownership
| Metric | Amount |
|---|---|
| Beneficial ownership (shares) | 333,113; less than 1% of outstanding shares |
| RSUs outstanding (as of Dec 31, 2024) | 11,847 |
| Options outstanding | 257,670 |
| Options vested/unvested | 215,203 / 42,467 |
| Stock ownership guideline | 3× annual director retainer; five-year compliance window; all directors met or are on track |
| Hedging/pledging | Prohibited for directors and officers |
Governance Assessment
-
Independence and roles: Independent Chairman and Nom/Gov committee member; 100% attendance and documented high engagement, including investor outreach—positive for board effectiveness and investor confidence.
-
Compensation alignment: Mix weighted to equity (time-based RSUs/options) with reasonable cash retainers; annual director equity grants vest at the next Annual Meeting; no performance-linked director awards—neutral, consistent with typical biotech governance.
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Ownership alignment: Holds shares, RSUs, and vested options; subject to 3× retainer ownership guideline and anti-hedging/anti-pledging policy—positive alignment signals.
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Other roles/time capacity: External CEO and Chairman roles present potential time-commitment risk, but Board explicitly evaluated and affirmed his capacity and engagement upon appointing him Chairman.
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Related-party risk: No Raab-related transactions disclosable in the last fiscal year; only BIO membership dues tied to former Executive Chairman—limited conflict exposure.
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RED FLAGS
- None disclosed specific to Raab: no pledging/hedging, no Item 404 related-party transactions, full attendance. Monitor external CEO/Chairman commitments as an ongoing watch item.
Director Compensation (Detail for 2024)
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 127,527 |
| Stock Awards (RSUs) | 121,667 |
| Option Awards | 243,333 |
| Total | 492,527 |
Committee Assignments
| Committee | Membership |
|---|---|
| Nominating & Corporate Governance | Member |
| Audit & Compliance | Not a member |
| Compensation & Leadership Development | Not a member |
| Science & Technology | Not a member |
| Board | Independent Chairman |
Attendance
| Year | Board Attendance | Committee Attendance | Note |
|---|---|---|---|
| 2024 | 100% | 100% (on committees of which he is a member) | Overall Board/committee attendance was 98% across directors |
Stock Ownership Guidelines and Prohibitions
- Directors must maintain ownership equal to 3× annual retainer; five-year attainment window; all directors met or are on track.
- Hedging, short sales, public options trading, and pledging of company securities are prohibited for directors and officers.