Felipe Duran

About Felipe Duran

Felipe Duran, age 46, is iBio’s Chief Financial Officer (CFO). He served as Interim CFO from January 20, 2023, became permanent CFO in June 2023, and previously led FP&A from May 2021. He holds a B.A. in Finance and an M.B.A. from the University of Miami and has prior finance leadership experience at Lupin Latin America, Teva Pharmaceuticals, BUPA, Noven, Bayview Asset Management, H.I.G. Capital, and IBM. iBio’s proxy includes a pay-versus-performance framework (including TSR and net income context), but does not disclose specific TSR figures tied to his tenure; as a confidence signal, he personally purchased 9,191 IBIO shares on January 10, 2025 at $2.72 per share. Duran also signed a personal “Validity Guarantee” to secure a company loan, increasing his personal exposure to company execution, which can be viewed as alignment but adds personal risk .

Past Roles

External Roles

• No public company director roles or outside board positions disclosed for Duran .

Fixed Compensation

Performance Compensation

• Long-term incentives are primarily stock options with 10-year terms; value realized only if stock price increases. Options generally vest 25% on the first anniversary and then quarterly thereafter; some grants vest quarterly over three years .

Equity Ownership & Alignment

Outstanding Equity Awards (as of June 30, 2025)

• Award Agreements permit cashless/net exercises and outline treatment upon death/disability, for-cause, and post-sale event separations (officers receive accelerated vesting upon involuntary termination without cause one month prior or 12 months post-sale event, or with Good Reason within 12 months post-sale event) .

Employment Terms

• A&R Employment Agreement (Sept 3, 2025) confirms base salary of $415,500 and 40% target bonus, eligibility for additional equity grants under the 2023 Plan, D&O coverage, and participation in benefit plans; employment remains at-will .
• Non-compete and non-solicit obligations are embedded in the 2023 offer and award agreements; violations can trigger forfeiture/recoupment of equity proceeds .
• Clawback policy adopted per Dodd-Frank; recovery of erroneously awarded incentive compensation over the prior three fiscal years .

Compensation Structure Analysis

• Cash vs Equity Mix: FY2025 total comp for Duran was $770,081, with $371,319 salary, $89,116 cash bonus, and $293,447 option grant-date fair value, plus $16,199 in other comp—implying a high proportion of “at-risk” equity incentives .
• Shift to Options: Long-term awards are predominantly stock options (not full-value RSUs), increasing alignment but also downside risk if shares trade below strike .
• Bonus Rigor: FY2025 payout certified at 60% of target against weighted goals (40% BD, 40% execution, 20% financial stability), with cap at 150% and formulaic plan framework .
• Policy Safeguards: No hedging/pledging, clawback policy, no option repricing without shareholder approval, no change-in-control tax gross-ups, and no single-trigger severance payments .

Say-on-Pay & Shareholder Feedback

• Say-on-Pay: ~91% approval at the 2024 annual meeting for FY2024 NEO compensation, indicating supportive shareholder sentiment toward pay program changes .
• Frequency: Board recommends annual advisory vote on executive compensation (“one year”) .

Compensation Peer Group (Benchmarking)

• Independent Consultant: Aon retained in Aug 2024; Compensation Committee assessed and confirmed independence .
• Peer Group Approach (Oct 2025): 21 biotech peers selected emphasizing AI-enabled discovery, preclinical–Phase I/II stage, US-based, market cap < $100M, and small headcount, with preference for San Diego or other life science hubs .

Equity Ownership & Pledging

• Stock ownership guidelines: Not disclosed.
• Hedging/Pledging: Prohibited for directors, officers, and employees; minimum six-month holding for open market purchases; no short sales, margin purchases, or options on company stock .

Risk Indicators & Red Flags

• Personal Guarantee: Duran and the CEO executed a “Validity Guarantee” in connection with a secured term loan (Prime + 8.5% Effective Rate) on Jan 16, 2024—indemnifying lender for losses arising from fraud or misapplication of collateral—signaling personal alignment but increasing personal legal/financial exposure .
• Clawback: Company clawback policy requires recoupment of erroneously awarded incentives post-restatement; strengthens governance and reduces misalignment risk .
• Hedging/Pledging: Explicitly prohibited, mitigating alignment risks .
• Tax Gross-Ups: Not provided on change-in-control, reducing shareholder-unfriendly practices .

Expertise & Qualifications

• Education: B.A. in Finance; M.B.A., University of Miami .
• Technical/Industry: Extensive pharma finance leadership across LATAM operations, US R&D finance, and strategic roles at Teva; deep FP&A background .
• CFO Certifications: SOX 302 and 906 certifications on Q1 FY2026 10-Q/A and 10-Q .

Employment Terms

See Employment Terms table above for severance, change-of-control, COBRA, and equity vesting mechanics .

Investment Implications

• Alignment: Heavy use of stock options and prohibition on hedging/pledging align incentives with shareholders; insider open-market purchase in Jan 2025 further signals confidence .
• Retention Risk: Severance provides nine months’ base for non-sale separations and 12 months in sale-related events with equity acceleration—adequate but not excessive, lowering abrupt departure risk while preserving M&A flexibility .
• Execution Risk: The personal loan guarantee evidences commitment but elevates personal liability in adverse scenarios, placing a premium on rigorous controls and liquidity management .
• Pay-for-Performance: FY2025 cash bonus at 60% of target against weighted operational/financial goals suggests measured payouts; lack of RSUs reduces guaranteed value, keeping long-term compensation at-risk and performance-dependent .