Timothy Walbert

About Timothy Walbert

Independent director since April 2023 (Age 58), Walbert brings 30+ years of biopharma leadership, notably serving as chairman, president and CEO of Horizon Therapeutics until its $28B sale to Amgen in Oct-2023; he is currently a senior advisor to Amgen. He previously led major commercial launches (HUMIRA) at Abbott/AbbVie and held senior roles at IDM Pharma, NeoPharm, G.D. Searle, Merck, and Wyeth; he holds a B.A. in business from Muhlenberg College . In 2024, Mirum’s board met 6 times; each director attended at least 75% of board and committee meetings (independent directors met in executive session 4 times), supporting baseline engagement .

Past Roles

External Roles

Board Governance

• Independence status: Board determined Walbert is independent under Nasdaq rules .
• Committees (2024): Nominating & Corporate Governance Committee – Chair; no Audit or Compensation membership. Board meetings: 6; committee meetings: Audit 5, Compensation 4, Nominating 3; all directors met at least 75% attendance .
• Board leadership: Independent, non-executive Chair (Michael Grey); independent directors held 4 executive sessions in 2024 .

Fixed Compensation (Director – 2024 Actual)

Policy context:

• Cash retainers (pre- and post-Apr-2024): Annual retainer increased from $45,000 to $50,000 effective Apr-4-2024; committee member retainers: Audit $10,000 (to $12,500 effective Apr-2-2025), Compensation $10,000, Nominating $5,000; Chair retainers: Board Chair $60,000, Audit Chair $20,000 (to $25,000 effective Apr-2-2025), Compensation Chair $20,000, Nominating Chair $10,000 .

Performance Compensation (Director Equity Structure)

• Structure (effective Apr-4-2024): Initial Director Grant $450,000 (50% option, 50% RSU); Annual Director Grant $300,000 (50% option, 50% RSU). Vesting: Initial grants vest in 3 annual installments; annual grants vest by the earlier of 1 year or next annual meeting; all vest in full upon change in control; 10-year option term. RSU deferral program available; in Apr-2025, Initial/Annual grant values increased to $550,000/$350,000 respectively .
• Note: Director awards are time-based; no performance metrics apply to non-employee director equity .

Other Directorships & Interlocks

Expertise & Qualifications

• CEO-scale operator with rare disease and commercial excellence; led Horizon to $28B sale; deep product launch experience (HUMIRA) .
• Extensive public-company board experience across biotech; broad investor and policy networks (NORD Advisory, WSJ/CNBC CEO councils) .
• Education: B.A. Business, Muhlenberg College .

Equity Ownership

Governance Assessment

• Strengths

  • Independent director; chairs Nominating & Corporate Governance Committee; board determined no disqualifying relationships .
  • Attendance: each director ≥75% of board/committee meetings; robust independent sessions (4) and independent chair model .
  • Pay structure balances cash and time-vested equity; 2024 actual: ~82% equity by grant-date value; RSU deferral available; hedging/pledging prohibited—alignment positive .
  • No related-party transactions disclosed involving Walbert; company maintains related-person transaction policy .

• Watch items / potential red flags

  • Multiple external commitments (current public and private boards, senior advisor to Amgen) may raise time-commitment perceptions; no overboarding concerns disclosed by the company for Walbert, but monitor for changes .
  • External advisory role at Amgen: no Mirum-related transactions disclosed; if any arise, recusal and related-party oversight would be important; currently, no conflicts disclosed .

• Shareholder sentiment context

  • 2024 Say-on-Pay support exceeded 96%, suggesting generally constructive governance sentiment toward compensation oversight .
  • Board engaged in shareholder outreach (>70% of shares engaged in 2024) and is reviewing governance structures; notes proxy advisor views on certain provisions (not specific to Walbert) .

Appendix: Board & Committee Reference