Maiken Keson-Brookes
About Maiken Keson-Brookes
Maiken Keson-Brookes is Chief Legal Officer (CLO) and Company Secretary of Mural Oncology plc, serving since November 2023; she is age 52 as of April 4, 2025 and also serves as the company’s Chief Compliance Officer reporting to the CEO . She holds Bachelor of Laws and Master of Laws degrees from King’s College London . Prior roles span legal leadership at publicly traded biopharma and gene therapy firms (Rubius Therapeutics, Synlogic, uniQure) and FORUM Pharmaceuticals; company-level TSR, revenue growth, and EBITDA growth metrics are not disclosed for her tenure .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Alkermes (pre-separation) | Advisory role to Alkermes (prior to Separation) | Jul 2023–Nov 2023 | Pre-separation advisory supporting spin-out |
| Rubius Therapeutics (public) | Chief Legal Officer & Corporate Secretary | Nov 2019–Nov 2022 | Led legal and governance at public biopharma |
| Synlogic (public) | General Counsel; Head of Legal | Aug 2017–Oct 2019 (Head of Legal Aug–Nov 2017; GC Dec 2017–Oct 2019) | Legal leadership at clinical-stage biotech |
| uniQure (public) | SVP & General Counsel | Dec 2016–Jul 2017 | Legal oversight at gene therapy company |
| FORUM Pharmaceuticals | General Counsel & Secretary; Head of Legal | Head of Legal Jul 2010–Mar 2011; GC & Secretary Mar 2011–Jun 2016 | Legal and corporate secretary functions |
External Roles
- None disclosed (no public company directorships or external committee roles identified for Keson-Brookes) .
Fixed Compensation
- Base salary, target bonus %, and actual bonus paid for Keson-Brookes are not disclosed in 2024–2025 proxy executive compensation sections (NEO coverage is limited to CEO, CFO, CMO) .
- Retention bonus awarded in August 2025: $244,550, payable 50% at agreement execution (Aug 6, 2025) and 50% upon the earlier of “Completion” of the acquisition or termination by Mural; indicates retention focus through corporate transaction .
Performance Compensation
- Specific performance metrics (weighting, targets, outcomes) tied to Keson-Brookes’s pay are not disclosed in proxy materials; company describes general use of corporate and individual goals for bonuses but only details for NEOs (CEO, CFO, CMO) .
- Equity incentives policy: time-based vesting (typically over four years) and full acceleration upon certain terminations in connection with a change of control; awards priced at fair market value on grant date .
Equity Ownership & Alignment
| Equity instrument | Quantity | Vesting/terms | In-the-money value | Notes |
|---|---|---|---|---|
| Mural RSUs | 62,203 | Time-based vesting (typical policy: 4 years) | Minimum value $126,583.10; Maximum $139,334.72 at specified scheme prices | Values computed at $2.035–$2.24 per share pursuant to acquisition proxy |
| Mural Options | 150,442 | Time-based; all options strike above scheme consideration | $0 (all options out-of-the-money at scheme consideration) | Options cancelled without scheme consideration per transaction terms |
- Beneficial ownership (number of ordinary shares held) for Keson-Brookes is not itemized in 2025 proxy’s ownership table (NEOs and directors listed exclude CLO); percent ownership therefore not disclosed .
- Anti-hedging/pledging: Company policy prohibits short sales, derivative hedging, margin collateral, and pledging of company securities—reducing misalignment risk .
- 10b5-1 plans:
- Adopted “sell-to-cover” arrangements for RSUs in Dec 2023 to satisfy tax withholding on vesting .
- Adopted a Rule 10b5-1 Trading Arrangement on Sep 20, 2024 for potential sale of up to 31,886 shares from option exercises/RSU vesting; expires Sep 5, 2025—implies periodic selling pressure aligned to vesting/exercise events .
Employment Terms
| Term | Detail |
|---|---|
| Start date | CLO since November 2023; Company Secretary; Chief Compliance Officer |
| Agreement | Employment agreement in place; change-in-control definitions aligned to transaction proxy |
| Severance (change-in-control) | 1.5x then-current annual base salary + 1.5x target bonus; 18 months COBRA subsidy; prior-year bonus if unpaid; pro-rated current-year bonus; full acceleration of all outstanding equity awards; 280G cutback if beneficial |
| Estimated severance at completion | $1,190,590 (excludes equity acceleration value per proxy methodology) |
| Non-compete / non-solicit | Not disclosed |
| Clawback | Compensation Recovery Policy compliant with SEC rules; applies to Section 16 executive officers for restatement-related recovery irrespective of misconduct |
| Insider trading governance | CLO is designated Compliance Officer and administers insider trading and 10b5-1 policies; pre-clearance procedures and special closed windows may be imposed |
Board Governance
- Not a director; serves as Company Secretary and Named Proxy, co-appointed to solicit proxies for 2025 AGM; regularly signs company 8-Ks in officer capacity .
Investment Implications
- Retention bonus signals high retention priority through the 2025 acquisition, lowering near-term departure risk; severance economics (1.5x salary+bonus, full equity acceleration) create financial cushioning if terminated post-change-in-control .
- Options are fully out-of-the-money under acquisition scheme consideration while RSUs carry modest value—limiting immediate insider “option exercise” selling pressure but RSU vesting will trigger sell-to-cover transactions and potential 10b5-1 plan sales (up to 31,886 shares) through plan expiry; monitor Form 4s around vesting dates for flow .
- Prohibitions on hedging and pledging, plus structured pre-clearance and closed windows, reduce alignment red flags and trading risk; strong compliance oversight given CLO is the Compliance Officer .
- Lack of disclosed base salary/bonus targets and performance metrics for CLO constrains pay-for-performance analysis; compensation committee uses market benchmarking (Aon) for executives broadly, but CLO-specific metrics are not detailed—limit conclusions on incentive alignment for this role .