Joseph Truitt
About Joseph Truitt
Independent Chairperson of the Board at Larimar Therapeutics (LRMR), age 60, serving on the Board since 2020. He is designated an audit committee financial expert and chairs the Compensation Committee, bringing deep biopharma operating experience and capital markets fluency from prior CEO and commercial roles; education includes a B.S. in Marketing (La Salle University) and an MBA in Pharmaceutical Marketing (St. Joseph’s University), and he is a former U.S. Marine Corps Captain .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| iECURE, Inc. | Chief Executive Officer | Mar 2021–present | Gene editing leadership; operational oversight |
| BioSpecifics Technologies Corp. | Chief Executive Officer | May–Dec 2020 | Led through acquisition by Endo International plc |
| Achillion Pharmaceuticals, Inc. | President, CEO, Director | May 2018–Apr 2020 | Led small molecule programs; prior CCO/COO; company acquired by Alexion in Jan 2020 |
| Lev Pharmaceuticals, Inc. | VP, Business Development & Product Strategy | 2006–2008 | BD strategy |
| Johnson & Johnson – OraPharma, Inc. | VP, Sales & Operations | 2000–2006 | Commercial operations leadership |
| TAP Pharmaceuticals; IMS Health | Sales/Marketing; Consultant | ~1991–2000s | Commercial strategy and analytics |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Code Biotherapeutics, Inc. | Director | Dec 2020–present | Gene therapy development company |
Board Governance
- Structure: Independent Chairperson separate from CEO; Mr. Truitt serves as Chairperson of the Board, reinforcing independent oversight .
- Committees: Audit Committee member (financial expert designation), Compensation Committee Chair; not on Nominating & Corporate Governance .
- Independence: Board determined all directors other than the CEO are independent; committees comprise only independent directors .
- Attendance: In 2024, Board met 7 times; Audit 5; Compensation 4; NCGC 3; each director attended at least 75% of meetings; all then-serving directors attended the 2024 annual meeting .
- Executive sessions: Independent directors meet in executive session regularly, without management .
Fixed Compensation
| Component | Amount (USD) | Details |
|---|---|---|
| Annual Board Retainer (cash) | $35,000 | Non-employee director policy |
| Chairperson of the Board Retainer (cash) | $30,000 | Additional for independent Chair |
| Compensation Committee Chair Retainer (cash) | $10,000 | Committee chair fee |
| Audit Committee Member Retainer (cash) | $7,500 | Committee member fee |
| 2024 Cash Fees Paid (reported) | $82,500 | Matches components above |
Performance Compensation
| Equity Element | 2024 Grant/Value | Vesting/Structure |
|---|---|---|
| Annual Option Grant | Option to purchase 19,000 shares | Vests on earlier of first anniversary or next annual meeting after grant date |
| Initial Option Grant (policy) | Option to purchase 38,000 shares | Vests monthly over 3 years |
| 2024 Option Awards (grant-date fair value) | $102,991 | FASB ASC 718 fair value |
| Options held at 12/31/2024 | 60,500 | Currently exercisable or exercisable within 60 days |
- No director RSUs/PSUs or performance metric-based director equity disclosed; director equity is options only under the non-employee director compensation policy .
Other Directorships & Interlocks
| Company | Public/Private | Role | Committee Roles |
|---|---|---|---|
| Annaly Capital Management Inc. | Public | None (Truitt not a director) | — |
| Xeris Biopharma Holdings, Inc. | Public | None (Truitt not a director) | — |
| Code Biotherapeutics, Inc. | Private | Director | — |
- Public company directorships: None for Mr. Truitt .
- Compensation consultant: Radford (independent) advises Compensation Committee; Aon (Radford affiliate) serves as company’s insurance broker, a disclosed relationship monitored by the Committee .
Expertise & Qualifications
- Audit committee financial expert; financially literate under SEC/Nasdaq rules .
- Extensive biopharma operating leadership (CEO/COO/CCO) and BD/commercial pedigree; gene editing/gene therapy exposure via iECURE and Code Biotherapeutics .
- Governance: Chairs Compensation Committee; independent Board Chair; experience overseeing pay philosophy, incentive plans, and clawback compliance .
Equity Ownership
| Holder | Shares Owned | Options Exercisable ≤60 Days | Total Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|
| Joseph Truitt | 2,750 | 60,500 | 63,250 | Less than 1% |
- Hedging/pledging: Company policy prohibits hedging and pledging of company securities and holding in margin accounts, strengthening alignment .
Governance Assessment
- Strengths: Independent Chair with committee leadership; audit financial expert; fully independent committee composition; regular executive sessions; strong attendance; director pay anchored by equity options, enhancing alignment .
- Compensation oversight: Use of independent consultant (Radford) and clear pay philosophy; clawback policy in place under Dodd-Frank, supporting accountability .
- Red flags/potential conflicts: Aon (affiliate of Radford) also serves as insurance broker—disclosed by the Committee; continued monitoring advisable to avoid consultant conflicts . No related-party transactions involving Mr. Truitt were disclosed beyond ordinary course director compensation .
- Shareholder signals: Prior say-on-pay support of ~95.4% indicates investor alignment with compensation framework, reflecting governance stability for oversight bodies chaired by Mr. Truitt .