Kamil Ali-Jackson
PDS BiotechnologyAbout Kamil Ali-Jackson
Independent Class B director at PDS Biotechnology since February 2020; age 66. Harvard Law School J.D.; Princeton University B.A. in politics. Co-founder and former Chief Legal Officer, Chief Compliance Officer, and Corporate Secretary of Aclaris Therapeutics (2012–Jan 2022), with four decades of life sciences legal, compliance, transactional, and governance experience across public and private biopharma companies. Currently serves on Rigel Pharmaceuticals’ board and its audit, finance, and compensation committees; also a Princeton University trustee and Chair of the East Bradford Township Zoning Hearing Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aclaris Therapeutics, Inc. | Co-founder; Chief Legal Officer; Chief Compliance Officer; Corporate Secretary | 2012–Jan 2022 | Helped scale governance/compliance through growth and public listing |
| NeXeption, Inc. | Co-founder; Legal counsel (incl. affiliated companies) | 2011–2020 | Biopharma assets management; licensing and transactions |
| Merck & Co., Inc.; Dr. Reddy’s Laboratories Ltd.; Endo Pharmaceuticals, Inc. | Legal counsel/licensing executive | Not disclosed | Strategic alliances, drug development and commercialization transactions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rigel Pharmaceuticals, Inc. | Director; Audit, Finance, Compensation committees | Current | Public biotech; multi-committee service indicates strong financial/governance expertise |
| Princeton University | Trustee | Current | Nonprofit governance |
| East Bradford Township | Zoning Hearing Board Chair | Current | Municipal governance role |
| Other nonprofit boards | Director | Prior | Multiple prior nonprofit board roles (not individually listed) |
Board Governance
- Committee assignments: Audit member; Compensation member; Nominating & Corporate Governance Chair .
- Independence: Board determined all directors except CEO (Frank Bedu-Addo) and Ilian Iliev are independent under Nasdaq rules; Ali-Jackson is independent .
- Attendance and engagement: Board met 11 times in 2024; all directors attended at least 75% of Board and committee meetings; five directors attended the 2024 annual stockholder meeting .
- Committee activity levels: Audit (4 meetings, 2024); Compensation (1); Nominating & Corporate Governance (4) .
- Board leadership: Independent Chairman (Stephen Glover) with separated CEO/Chair roles for enhanced oversight .
Fixed Compensation
| Component | Amount | 2024 Cash Received |
|---|---|---|
| Annual cash retainer (non-employee director) | $40,000 | $40,000 |
| Audit Committee member fee | $8,000 | $8,000 |
| Compensation Committee member fee | $7,500 | $7,500 |
| Nominating & Corporate Governance Committee Chair fee | $8,000 | $8,000 |
| Total fees earned in cash (2024) | — | $63,500 |
Performance Compensation
| Equity Award Feature | 2024/2025 Details |
|---|---|
| 2024 Option award (grant-date fair value) | $21,074 |
| Aggregate option holdings as of 12/31/2024 | 48,033 options |
| 2025 annual director grant policy (amended Apr 2025) | 22,700 options at each annual meeting; 10-year term; vests fully on first anniversary; 100% vesting acceleration on change in control |
| Initial director grant policy (starting FY 2025) | 22,700 options upon initial election; vests 1/3 per year over 3 years; 10-year term; 100% vesting acceleration on change in control |
| Non-employee director annual compensation limit | Cash + grant-date fair value of awards ≤ $500,000 (≤ $1,000,000 in first year) |
No performance targets are disclosed for director equity awards; vesting is time-based under the director policy .
Other Directorships & Interlocks
| Entity | Overlap/Interlock | Potential Signal |
|---|---|---|
| Rigel Pharmaceuticals, Inc. | Directorship with committee roles | Enhances governance/biopharma oversight; no disclosed conflict with PDSB |
| Aclaris Therapeutics, Inc. | Former executive/co-founder | PDSB’s current SVP & General Counsel, Spencer Brown, previously served at Aclaris—network linkage, not a related-party transaction |
| Princeton University; East Bradford Township | Nonprofit/municipal roles | Broader governance perspective; no corporate conflict disclosed |
Expertise & Qualifications
- Legal, compliance, and corporate governance leadership across biopharma; extensive M&A, alliance, and commercialization transaction experience .
- Audit literacy via committee service; multi-committee leadership (Nominating Chair; member Audit, Compensation) .
- Formal legal training (Harvard J.D.) and public board experience (Rigel) .
Equity Ownership
| Holder | Shares Owned | % of Outstanding | Composition |
|---|---|---|---|
| Kamil Ali-Jackson, Esq. | 50,797 | <1% | 11,764 common; 39,033 options exercisable within 60 days of 4/17/2025 |
| Option awards held (aggregate) as of 12/31/2024 | 48,033 | — | Director footnote indicates aggregate option awards at year-end |
- Anti-hedging/anti-pledging policy: Directors may not pledge company securities or enter hedging/monetization transactions without advance approval; no pledging disclosed for Ali-Jackson .
- Overhang context: Company overhang 16% as of Record Date; not specific to director but relevant to equity alignment/dilution .
Governance Assessment
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Strengths:
- Independent director with deep legal/compliance expertise; chairs Nominating & Corporate Governance and serves on Audit and Compensation—positions central to board effectiveness .
- Solid engagement: Board held 11 meetings; all directors ≥75% attendance; committees active across risk, compensation, and governance .
- Director compensation policy balanced: cash retainer plus modest option grants; 2024 mix approximately $63.5k cash and $21.1k equity; annual/initial director option grants standardized with clear vesting and change-in-control terms; director compensation capped to prevent excess .
- No related-party transactions above SEC thresholds reported; Audit Committee oversees RPTs and conflicts under its charter .
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Watch items:
- Multiple committee roles may concentrate influence; continued disclosure of committee processes and use of independent advisors (e.g., Radford) mitigates risk; Compensation Committee reported no consultant conflicts .
- Equity dilution monitoring: company-wide overhang increased if plan amendment approved; governance guardrails include no repricing/buybacks without shareholder approval and no tax gross-ups .
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Red flags: None disclosed specific to Ali-Jackson (no RPTs, no pledging/hedging, no attendance shortfall). Company policies restrict hedging/pledging; director compensation limits in place .