Yasir Al-Wakeel
About Yasir Al-Wakeel
Yasir Al‑Wakeel, BM BCh (age 43), has served as an independent director of MaxCyte, Inc. (MXCT) since 2021. He is a physician by training with significant capital markets and biotech operating experience, currently an Entrepreneur in Residence at SR One (since Sept 2024) and formerly CEO of Addition Therapeutics (Sept 2023–Sept 2024) and CFO/Corp Dev head at Kronos Bio (Aug 2020–Sept 2023). He holds a BM BCh (Medicine and Surgery) from Oxford University and an M.A. in Theology from Cambridge University . The Board has affirmatively determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Addition Therapeutics | Chief Executive Officer | Sep 2023 – Sep 2024 | Led RNA-only therapeutics developer |
| Kronos Bio, Inc. | CFO & Head of Corporate Development | Aug 2020 – Sep 2023 | Clinical-stage oncology; capital markets and BD leadership |
| Neon Therapeutics, Inc. | Chief Financial Officer | 2017 – May 2020 | Neoantigen T-cell therapies; CFO role |
| Merrimack Pharmaceuticals, Inc. | CFO & Head of Corporate Development | 2015 – 2017 | Corporate development and finance oversight |
| Credit Suisse | Director, Healthcare Investment Banking; previously Equity Research Analyst | 2008 – 2015 | Focused on biotech and specialty pharma |
| NHS/Academia | Practicing physician | Prior to finance roles | Clinical and academic medical posts |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| Vicore Pharma AB | Director | Public | Current | Only public company directorship disclosed |
| SR One (VC) | Entrepreneur in Residence | Private | Since Sep 2024 | Sector expertise in biotech venture |
Board Governance
- Independence: Board deems Al‑Wakeel independent under Nasdaq listing standards .
- Committee assignments: Audit Committee member; designated an “audit committee financial expert” by the Board .
- Board and committee activity: Board met 6 times in FY2024; each director attended ≥75% of Board/committee meetings; Audit Committee met 4 times .
- Annual meeting attendance: The proxy lists attendees at the 2024 annual meeting as Brooke, Douglas, Hemrajani, Johnston, and Masoud; Al‑Wakeel is not listed among those who attended .
- Board structure: Independent Chair (Richard Douglas); separation of Chair and CEO roles .
- Risk oversight: Audit Committee oversees financial and cybersecurity risk; N&CG and Compensation committees oversee governance and compensation risk respectively .
Fixed Compensation
MXCT Non‑Employee Director Retainers (structure)
| Position | Annual Cash Retainer ($) |
|---|---|
| Board Chair | 80,000 |
| Board Member | 40,000 |
| Audit Committee – Chair | 20,000 |
| Audit Committee – Member | 10,000 |
| Compensation Committee – Chair | 15,000 |
| Compensation Committee – Member | 7,500 |
| Nominating & Corporate Governance – Chair | 10,000 |
| Nominating & Corporate Governance – Member | 5,000 |
| Transaction Committee – Member | 10,000 |
Yasir Al‑Wakeel – 2024 Director Compensation (actual)
| Component | Amount ($) |
|---|---|
| Cash Fees | 50,000 |
| Stock Awards (RSUs, grant‑date fair value) | 99,998 |
| Option Awards (grant‑date fair value) | 99,989 |
| Total | 249,987 |
Notes:
- In June 2024 (at the annual meeting), each then‑serving non‑employee director received an option to purchase 40,701 shares and 21,367 RSUs; Al‑Wakeel’s awards follow this policy .
Performance Compensation
Director equity awards (2024 grants)
| Grant Date/Timing | Award Type | Shares/Units | Vesting / Performance |
|---|---|---|---|
| June 2024 (2024 Annual Meeting) | Stock Options | 40,701 | Vesting terms for director grants not specified in proxy; options must be at or above FMV on grant date under plan |
| June 2024 (2024 Annual Meeting) | RSUs | 21,367 | Vesting terms for director grants not specified in proxy; RSUs cannot pay dividends before vesting under plan |
Equity plan governance features (relevant to director equity)
| Feature | Terms |
|---|---|
| Minimum vesting | ≥12 months for awards; up to 5% of share reserve may be exempt |
| No repricing | Repricing/cash exchange of underwater options/SARs prohibited without stockholder approval |
| Clawback | Awards subject to the Company’s recoupment policy adopted Nov 2023 (Exchange Act §10D/Nasdaq 5608) |
| Director pay cap | Non‑employee director total annual comp capped at $900k ($1.4M in first year) based on grant‑date values |
Performance metrics: The proxy does not disclose performance metrics tied to non‑employee director equity awards; RSUs appear time‑based and options are service‑vested with exercise price ≥ FMV per plan. No director‑specific performance conditions are disclosed .
Other Directorships & Interlocks
| Company | Role | Public? | Potential Interlocks with MXCT |
|---|---|---|---|
| Vicore Pharma AB | Director | Yes | None disclosed in MXCT proxy . Related‑party transactions section contains no items involving Al‑Wakeel . |
Expertise & Qualifications
- Audit Committee Financial Expert designation; finance and accounting sophistication for audit oversight .
- Deep biotech operating finance background (CFO roles at Kronos Bio, Neon Therapeutics, Merrimack) and healthcare investment banking/equity research at Credit Suisse .
- Clinical training and medical degree (BM BCh, Oxford), adding scientific literacy .
- Venture perspective via SR One Entrepreneur in Residence role .
Equity Ownership
Beneficial ownership (as of April 22, 2025; includes exercisable/vesting within 60 days)
| Holder | Total Beneficial Ownership (sh) | % Outstanding | Breakdown |
|---|---|---|---|
| Yasir Al‑Wakeel | 269,251 | <1% | 247,884 options exercisable within 60 days; 21,367 RSUs vesting by June 21, 2025 |
Outstanding director awards (as of Dec 31, 2024)
| Award Type | Outstanding Quantity |
|---|---|
| Stock Options | 248,301 |
| RSUs | 21,367 |
Pledging/Hedging: The proxy states the Company does not currently have practices or policies regarding hedging or offsetting declines in market value of its equity securities; no pledging disclosures for directors are provided .
Governance Assessment
-
Strengths
- Independence and finance expertise: Independent director; Audit Committee member and designated audit committee financial expert—supports robust financial oversight .
- Engagement: Board met six times; directors met ≥75% attendance; Audit Committee met four times (Al‑Wakeel serves on it), indicating active committee oversight .
- Pay structure and controls: Director pay is equity‑heavy (approx. $200k equity vs. $50k cash in 2024), capped by policy; equity plan includes minimum vesting, no repricing, and clawback—shareholder‑friendly features .
- No related‑party transactions involving Al‑Wakeel disclosed; Audit Committee reviews any related‑person transactions .
-
Potential risks / RED FLAGS
- Company‑level hedging policy: MXCT discloses no current hedging policy, which some investors view as misaligned with best practices (not director‑specific but governance‑relevant) .
- Annual meeting attendance signal: Al‑Wakeel was not listed among directors who attended the 2024 annual meeting, though the company encourages attendance; Board‑wide meeting attendance remained ≥75% .
-
Neutral observations
- External roles: Serves on Vicore Pharma AB board and as an SR One EIR; no interlocks or related‑party transactions disclosed with MXCT .
Appendix: Reference Data Extracts
Director Equity Grant Policy (2024)
| Item | Detail |
|---|---|
| Standard 2024 Director Grant | 40,701 options + 21,367 RSUs per non‑employee director at June 2024 annual meeting |
Director Compensation Table (Al‑Wakeel, 2024)
| Cash ($) | Stock Awards ($) | Option Awards ($) | Total ($) |
|---|---|---|---|
| 50,000 | 99,998 | 99,989 | 249,987 |