Allison Dorval
About Allison Dorval
Independent director of Puma Biotechnology, Inc. (PBYI), age 49, serving since 2021; Audit Committee member and designated audit committee financial expert. She is a CPA with a B.S. in Business Administration (Accounting) from the University of Vermont and a graduate-level certificate in Taxation from Bentley University; currently CFO of Verve Therapeutics (since Nov 2021) and a director of Aerovate Therapeutics (since July 2021) . The Board has determined she is independent under NASDAQ and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Verve Therapeutics, Inc. | Chief Financial Officer | Nov 2021–present | Finance leadership; public biotech CFO governance experience |
| Aerovate Therapeutics, Inc. | Director | Jul 2021–present | Board service at public biopharma; committee roles not disclosed in PBYI proxy |
| Voyager Therapeutics, Inc. | Chief Financial Officer; Principal Financial & Accounting Officer | Nov 2018–Nov 2021 | Public company finance leadership; controls and reporting |
| Voyager Therapeutics, Inc. | VP Finance | Jun 2017–Nov 2018 | Scaling finance at clinical-stage gene therapy |
| Juniper Pharmaceuticals, Inc. | VP & Controller | Aug 2016–Jun 2017 | Biopharma controller responsibilities |
| Danforth Advisors | Consultant | Sep 2015–Aug 2016 | Interim CFO at 480 Biomedical & Arsenal Medical (Dec 2015–Aug 2016) |
| Insulet Corporation | CFO; VP & Controller | CFO Nov 2014–May 2015; VP & Controller Aug 2008–Nov 2014 | Medical device finance, prior public issuer experience |
| Earlier career (iBasis; Digitas; PwC) | Finance & accounting roles | Various | Foundational audit and accounting experience |
External Roles
| Organization | Role | Start | Notes |
|---|---|---|---|
| Verve Therapeutics, Inc. (public biotech) | Chief Financial Officer | Nov 2021 | Active operating executive at a public company |
| Aerovate Therapeutics, Inc. (public biopharma) | Director | Jul 2021 | Board service; committee assignments not disclosed here |
Board Governance
- Committee assignments: Audit Committee member; Audit Committee financial expert designation .
- Independence: Board determined Dorval is independent .
- Attendance: In FY2024, all directors attended ≥75% of Board and committee meetings; Board met 4 times; Audit Committee met 5 times .
- Executive sessions: Non-employee directors held 4 Board executive sessions; Audit and Compensation Committees each held 5 executive sessions; Nominating & Corporate Governance held 2; presided by Lead Independent Director (Jay M. Moyes) .
- Lead Independent Director: Jay M. Moyes (*) .
- Risk oversight: Audit Committee (where Dorval serves) oversees financial reporting, internal controls, cybersecurity, and related party transaction approvals .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Board annual cash retainer | $50,000 | Paid quarterly; prorated for partial quarters |
| Audit Committee member retainer | $10,000 | Non-chair member fee |
| Total cash fees earned (Dorval) | $60,000 | Reported in Director Compensation Table |
Program references:
- Committee chair retainers: Audit $20,000; Compensation $15,000; Nominating & Corporate Governance $10,000; R&D $15,000 .
- Non-chair member retainers: Audit $10,000; Compensation $7,500; Nominating & Corporate Governance $5,000; R&D $7,500 .
Performance Compensation
| Instrument | Grant date | Quantity | Fair value | Vesting | Notes |
|---|---|---|---|---|---|
| Annual RSU award (FY2024) | Jun 18, 2024 | 27,000 units | $83,430 (ASC 718) | Vests in full on earlier of 1-year anniversary or next annual meeting, subject to service | Annual RSU program target up to $300,000 value capped at 27,000 shares |
| Annual RSU award (FY2025) | Jun 11, 2025 | 27,000 units | $0 price (Form 4 award) | Per program terms | Post-award ownership 87,000 shares per Form 4 |
| Stock options (outstanding as of 12/31/2024) | Various (initial on appointment) | 108,721 options | — | Initial option award vests 1/3 at first anniversary, then 1/36 monthly thereafter; exercise price at fair market value on grant date | Outstanding count disclosed; strike/expiration details not individually enumerated for Dorval in proxy |
Director equity program:
- Annual RSU award granted on date of annual meeting; cap at 27,000 shares caused less than $300,000 award value in recent years .
- Initial director stock option award at appointment: value $700,000 (Black-Scholes), up to 100,000 shares; vest as noted above .
- Annual director compensation overall cap: $1,000,000 (cash + equity) per calendar year .
Other Directorships & Interlocks
| Company | Role | Potential Interlocks/Conflicts |
|---|---|---|
| Aerovate Therapeutics, Inc. | Director (since Jul 2021) | No interlocks with PBYI disclosed in proxy; Audit Committee reviews related party transactions |
| Verve Therapeutics, Inc. | CFO (since Nov 2021) | Operating role at another public biotech; PBYI governance guidelines on board service limits observed |
Expertise & Qualifications
- CPA; finance/accounting leadership across public life sciences companies; designated audit committee financial expert .
- Industry experience in biopharma and medical devices; board matrix marks finance/accounting expertise for Dorval .
- Education: B.S. (Accounting), University of Vermont; graduate-level certificate in Taxation, Bentley University .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Beneficial ownership (as of Apr 21, 2025) | 168,721 shares | Less than 1% of outstanding shares (denoted “*”) |
| Breakdown (footnote) | 33,000 shares held directly; 27,000 stock awards vesting within 60 days; 108,721 options exercisable within 60 days | Footnote (8) details composition |
| Shares outstanding (record date) | 49,630,717 | For ownership percentage context |
| Director stock ownership guidelines | ≥10,000 shares within 3 years (legacy); revised in Feb 2025 to ≥3x annual cash retainer by Dec 31, 2029 (or fifth anniversary year-end), with a minimum of 10,000 shares retained until Dec 31, 2029 | Unvested RSUs count; options do not count |
| Hedging/pledging | Prohibited under Insider Trading Compliance Policy | Also prohibits margin purchases, short sales, and derivative transactions |
Insider Trades (Form 4)
| Date (txn) | Type | Quantity | Price | Post-transaction ownership | Source |
|---|---|---|---|---|---|
| Jun 13, 2024 | Sale (S) | 11,000 | $3.3724 | 33,000 | |
| Jun 18, 2024 | Award (A) – RSU/common | 27,000 | $0.00 | 60,000 | |
| Jun 11, 2025 | Award (A) – RSU/common | 27,000 | $0.00 | 87,000 | |
| Jun 13, 2025 | Sale (S) | 11,610 | $3.40 | 75,390 |
Governance Assessment
- Board effectiveness: Dorval strengthens financial oversight as an Audit Committee member and SEC-designated financial expert; Audit Committee met 5x in 2024 and oversees internal controls, cybersecurity, and related-party approvals—key for investor confidence in controls and disclosure quality . Independence affirmed by the Board .
- Engagement and attendance: Board met 4x in 2024; all directors met the ≥75% attendance threshold; regular executive sessions support independent oversight (Board: 4; Audit: 5; Compensation: 5; Nominating & Corporate Governance: 2) .
- Compensation alignment (director pay): Cash retainer plus equity RSUs under a standardized program; Dorval’s 2024 mix was $60,000 cash and $83,430 RSUs (27,000 units), broadly aligning director incentives with shareholders via equity while maintaining modest cash fees .
- Ownership alignment: Beneficial ownership of 168,721 shares with a revised guideline to 3x cash retainer by 2029; prohibitions on hedging/pledging reduce misalignment risk .
- Other roles and potential conflicts: Active CFO role at Verve and director seat at Aerovate increase time commitments; PBYI governance guidelines restrict overboarding and the Audit Committee reviews related-party transactions, mitigating conflict risk; no specific related-party transaction involving Dorval is disclosed in the cited proxy sections .
- Signals: Routine annual RSU awards and small discretionary sales around grant dates; holdings remain well above minimum ownership guidelines, and policy restricts hedging/pledging—a constructive alignment indicator .
Note: Company-wide say-on-pay approval was ~96% in 2024, indicating broad shareholder support for compensation practices, though it pertains to NEOs rather than directors .
RED FLAGS
- None explicitly disclosed in proxy regarding Dorval. Hedging/pledging prohibited; attendance threshold met; director equity awards within plan caps; overboarding limits observed .