Seamus Mulligan
Jazz PharmaceuticalsAbout Seamus Mulligan
Seamus Mulligan, age 64, has served as an independent director of Jazz Pharmaceuticals since 2012 following the Azur merger. He holds a B.Sc. (Pharm) and M.Sc. from Trinity College Dublin and brings over 40 years of pharmaceutical industry experience; he previously served as Jazz’s Chief Business Officer, International Business Development (2012–2013), founded Azur Pharma and Adapt Pharma, and held senior roles at Elan Corporation .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jazz Pharmaceuticals plc | Chief Business Officer, International Business Development | Jan 2012 – Feb 2013 | Executive role during Azur integration |
| Azur Pharma | Founder, Principal Investor; Chairperson & CEO; Director | 2005 – Jan 2012 | Led company to merger with Jazz |
| Adapt Pharma Limited | Chairperson & CEO | 2014 – 2018 | Built specialty pharma; later acquired by Emergent |
| Emergent BioSolutions Inc. | Consultant; Director | Oct 2018 – Mar 2019 (Consultant); Mar 2019 – May 2020 (Director) | Board service post-acquisition of Adapt |
| Circ Pharma Limited (group) | Executive Chairperson | 2006 – 2017 | Development-stage pharma oversight |
| Elan Corporation, plc | EVP Business & Corporate Development; President Elan Pharmaceutical Technologies; EVP Pharmaceutical Operations; VP U.S. Operations; VP Product Development | 1984 – 2004 | Multiple senior operating roles across divisions |
| U.S. National Pharmaceutical Council | Director | Until 2004 | Industry policy engagement |
External Roles
| Organization | Role | Tenure | Public/Private | Committees/Impact |
|---|---|---|---|---|
| Emergent BioSolutions Inc. | Director | Mar 2019 – May 2020 | Public | Board service following Adapt acquisition |
| None current | — | — | — | Jazz proxy lists no current public boards |
Board Governance
- Independence: Independent director .
- Committee assignments: Science & Medicine Committee (SMC) member; Transaction Committee Chair (ad hoc) .
- Attendance: Board met 10 times in 2024; each director attended at least 75% of board and relevant committee meetings; all 12 directors attended the 2024 AGM; independent directors held executive sessions at regular meetings .
- Skills and expertise (per Board matrix): Public company board, C-suite, industry, financial, M&A/corporate development, commercial, R&D, international, regulation, human capital; matrix indicates breadth of expertise across directors including Mulligan .
Fixed Compensation
| Metric | FY 2024 | Notes |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $107,500 | Paid quarterly; fees for Mulligan paid in Euros, converted using average OANDA FX rates per quarter |
| Stock Awards ($) | $422,573 | RSU grant fair value; RSUs granted Aug 2, 2024 (most directors), valued at closing price on grant date |
| Total ($) | $530,073 | — |
| Annual RSU shares | 3,731 shares | Automatic annual grant under 2007 Directors Plan; vests time-based |
Compensation structure and rates (policy):
- Annual cash retainer: $75,000 for independent directors; supplemental cash retainers per committee (Audit member $15,000; Audit chair +$25,000; Compensation member $12,500; Compensation chair +$25,000; Nominating member $10,000; Nominating chair +$20,000; SMC member $12,500; SMC chair +$25,000; Transaction Committee $2,500 per meeting, chair +$5,000 per meeting; LID +$50,000) .
- Annual director equity grant: Target grant-date value $400,000 in RSUs; share count based on 30-day average price; vest fully on first AGM anniversary (acceleration if term ends at AGM) .
- Aggregate annual cap for non-employee director compensation: $750,000; $1,350,000 if first appointed during the period .
Performance Compensation
- No performance-conditioned equity or cash disclosed for directors; director RSUs are time-based vesting without explicit performance metrics .
- Company-wide clawback policy applies to executive officers (SEC/Nasdaq compliant), but not indicated for directors; anti-hedging/pledging policy applies to directors prohibiting hedging and pledging of company securities .
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict Consideration |
|---|---|---|
| Emergent BioSolutions (prior board service) | Acquirer of Adapt Pharma | Historical connection; no current public boards; no related-party transactions disclosed involving Mulligan at Jazz in 2024/2025 proxy review |
Expertise & Qualifications
- Education: B.Sc. (Pharm) and M.Sc., Trinity College Dublin .
- Domain expertise: Business development, pharmaceutical operations, drug delivery, R&D oversight, corporate development and M&A, commercialization, and international operations; Board skills matrix indicates coverage across industry, financial, M&A, commercial, R&D, regulation .
- Founder credentials: Azur Pharma, Adapt Pharma .
Equity Ownership
| Metric | As of | Value |
|---|---|---|
| Beneficial ownership (# shares) | May 12, 2025 | 1,299,546 shares |
| Beneficial ownership (% of total) | May 12, 2025 | 2.1% |
| Options exercisable within 60 days | May 12, 2025 | 25,550 shares |
| Outstanding RSUs | Dec 31, 2024 | 3,731 shares |
| Stock ownership guideline | Policy | 5x annual cash retainer within 5 years; as of Apr 1, 2025, all non-employee directors except two newer appointees were in compliance (Mulligan compliant) |
| Anti-hedging/pledging | Policy | Directors prohibited from hedging and pledging company securities |
Governance Assessment
- Alignment signals: Significant ownership (2.1%) and long-tenured industry operator increase alignment with shareholders; compliant with director ownership guidelines; hedging/pledging prohibited by policy .
- Board effectiveness: Active SMC membership and chairing of Transaction Committee suggest engagement with R&D strategy and deal oversight; attendance threshold met and AGM participation confirmed .
- Independence and conflicts: Listed as independent; no related-party transactions involving Mulligan disclosed in the 2025 proxy review; prior associations (Azur, Adapt, Emergent) are historical and not shown as current conflicts at Jazz .
- Compensation mix: Balanced cash retainer plus time-based RSUs; 2024 total $530,073 with $422,573 equity indicates meaningful equity exposure; within policy limits; annual director equity is not performance-linked, typical for boards but means limited pay-for-performance at the director level .
RED FLAGS: None disclosed specific to Mulligan (no pledging per policy, no related-party transactions found, attendance threshold met). Monitor Transaction Committee chair role for potential deal-related conflicts should counterparties overlap with entities in which he has interests, and continue to track insider ownership concentration (2.1%) for governance balance .