Lars G. Ekman
PROTHENA CORP PUBLIC LTDAbout Lars G. Ekman
Lars G. Ekman, M.D., Ph.D., age 75, is an independent director of Prothena (PRTA) with deep R&D leadership experience in neurology and biopharma. He has served on Prothena’s board since 2012, was Chair from 2012 until May 2024, and now serves as Chair Emeritus; he is currently Chair of the Board’s Research & Development Committee . Dr. Ekman is a board‑certified surgeon with an M.D. and Ph.D. from the University of Gothenburg, Sweden, and has been an executive partner at Sofinnova Ventures since 2008 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Elan Corporation, plc | President, Research & Development; Director | 2001–2007 (President, R&D); 2005–2012 (Director) | Led R&D; board service at large pharma/biotech peer . |
| Schwarz Pharma AG | EVP, Research & Development | 1997–2001 | Senior R&D leadership . |
| Pharmacia Corporation | Various senior positions | Prior to 1997 | Senior operating roles in pharma R&D . |
| Cebix Incorporated | Co‑founder; Chief Executive Officer | 2009–2012 | Early‑stage biotech leadership (CEO) . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Sofinnova Ventures, Inc. | Executive Partner | 2008–present | Venture capital leadership in life sciences . |
| Ultragenyx Pharmaceutical Inc. | Director | 2016–Jun 2023 | Public company directorship . |
| Amarin Corporation plc | Director; Chair of the Board | 2008–2022 | Public company chairmanship . |
| Spark Therapeutics, Inc. | Director | 2014–2019 | Public company board; acquired by Roche (2019) . |
| InterMune Inc. | Director | 2006–2013 | Public company board . |
| Ocera Therapeutics, Inc. | Director | 2009–2015 | Public company board . |
| Sophiris Bio Inc. | Chair of the Board | 2010–2020 | Public company chairmanship . |
Board Governance
- Independence: Board determined all directors except the CEO are independent under Nasdaq rules; Dr. Ekman is independent .
- Roles: Chair Emeritus since May 2024; Chair, Research & Development (R&D) Committee; not a member of Audit, Compensation, or Nominating & Corporate Governance Committees .
- Committee responsibilities: R&D Committee advises the Board on pipeline strategy, key R&D activities, and scientific/medical trends; members (Dunn, Ekman, Selkoe) are all independent .
- Attendance and engagement: In FY2024 the Board met 4x; Audit 7x; Compensation 5x; Nominating & Corporate Governance 4x; R&D 3x. Each current director attended at least 75% of Board/committee meetings of which they were a member .
Fixed Compensation (Director)
| Component | FY2024 Terms | Dr. Ekman FY2024 ($) |
|---|---|---|
| Annual Board retainer (non‑employee director) | $60,000 (Chair/Chair Designate: $90,000) | |
| Committee fees | R&D Chair $20,000; R&D member $10,000; Audit Chair $20,000 / member $10,000; Compensation Chair $15,000 / member $7,500; Nominating Chair $10,000 / member $5,000 | |
| Cash fees earned | Program above, paid quarterly/pro‑rated | 81,844 |
| Meeting fees | Not disclosed (structure based on retainers) | — |
| Notes: In 2024, non‑chair member fees for Audit and Compensation were increased to $10,000 (from $9,000) and $7,500 (from $6,000) respectively; R&D Committee fees were introduced at $20,000 (chair) / $10,000 (member) . |
Performance Compensation (Director)
| Equity Vehicle | FY2024 Grant Detail | Valuation/Terms |
|---|---|---|
| Annual nonqualified stock option (NQSO) | 15,000 shares granted on first business day after AGM (May 15, 2024); exercise price $22.39; vests on earlier of 1‑year anniversary or next AGM; 10‑year term | Grant date fair value $223,007 (ASC 718) for the 2024 annual grant to each non‑employee director (ex‑Welch initial grant) . |
| Outstanding options (all) at FY2024 end | Dr. Ekman: 131,544 shares subject to option awards outstanding as of Dec 31, 2024 | |
| Shares acquirable within 60 days (as of 9/24/2025) | Dr. Ekman: 121,741 shares (options exercisable within 60 days) |
Structure notes:
- Director equity is solely stock options; no RSUs/PSUs are reported for directors; “no other equity awards” held by non‑employee directors as of FY2024 year‑end .
- Director equity vests time‑based; no disclosed performance metrics (TSR/revenue etc.) tied to director equity .
Other Directorships & Interlocks
| Company | Relationship Type | Role | Dates |
|---|---|---|---|
| Ultragenyx Pharmaceutical Inc. | Public biopharma | Director | 2016–Jun 2023 |
| Amarin Corporation plc | Public biopharma | Director; Chair | 2008–2022 |
| Spark Therapeutics, Inc. | Public biotech | Director | 2014–2019 |
| InterMune Inc. | Public biopharma | Director | 2006–2013 |
| Ocera Therapeutics, Inc. | Public biotech | Director | 2009–2015 |
| Sophiris Bio Inc. | Public biotech | Chair | 2010–2020 |
Related-party/Conflicts:
- The company reports no Related Person Transactions since Jan 1, 2024; such transactions are reviewed under a written policy by the Audit Committee (or other bodies as applicable) .
Expertise & Qualifications
- Scientific and clinical: Board‑certified surgeon with significant scientific background; expertise in neurodegenerative disease R&D; skills matrix marks for Science & Research and Clinical Development .
- Regulatory: Experience with healthcare regulation; marked in skills matrix .
- Strategy/Capital Markets/Governance: Experience across business strategy/operations, capital markets & M&A, public company governance, human capital management per skills matrix .
- Role alignment: Serves as Chair of the R&D Committee, advising on pipeline strategy and scientific direction .
Equity Ownership
| As of Date | Shares Owned | Shares Acquirable Within 60 Days (Options) | Total Beneficially Owned | % of Outstanding |
|---|---|---|---|---|
| Sept 24, 2025 | 243 | 121,741 | 121,984 | <1% (asterisked in table) |
| Context: Shares outstanding were 53,829,928 on Sept 24, 2025 . |
Governance Assessment
Strengths
- Independent director with long‑tenured board leadership; Chair from 2012–May 2024; now Chair Emeritus, providing continuity with independent board leadership structure (separate Chair/CEO) .
- Strong alignment of committee role with domain expertise (R&D Chair; neurology/biopharma background), enhancing oversight of pipeline risk and R&D capital allocation .
- Engagement: At least 75% attendance; board and committee cadence indicates active oversight (Board 4; Audit 7; Comp 5; Nominating 4; R&D 3 in FY2024) .
- Pay structure emphasizes equity via options and standard cash retainers; use of an independent compensation consultant (Pay Governance) with no conflicts reported supports director pay governance .
Watch items
- Tenure: Long service (since 2012) can raise external questions about long‑term independence; however the board affirms Nasdaq independence and maintains independent committee leadership .
- External affiliations: As an executive partner at Sofinnova Ventures, monitor for any potential transactions with Sofinnova‑affiliated entities; the company reports no related party transactions since Jan 1, 2024 .
Board Governance (Detail)
| Attribute | Status/Detail |
|---|---|
| Independence | Independent under Nasdaq (all directors except CEO) |
| Roles | Chair Emeritus (since May 2024); Chair, R&D Committee |
| Committees | R&D (Chair); not on Audit/Comp/Nominating |
| Attendance | ≥75% of relevant meetings in FY2024 |
| Meeting cadence FY2024 | Board 4; Audit 7; Comp 5; Nominating 4; R&D 3 |
Fixed Compensation (Detail)
| Item | Amount/Terms | Source |
|---|---|---|
| FY2024 cash fees (Dr. Ekman) | $81,844 | |
| Annual Board cash retainer (non‑employee) | $60,000; Chair/Chair‑Designate $90,000 | |
| Committee fees | R&D Chair $20,000; R&D Member $10,000; Audit Chair $20,000/Member $10,000; Compensation Chair $15,000/Member $7,500; Nominating Chair $10,000/Member $5,000 | |
| FY2024 changes | Increased Audit/Comp member fees; introduced R&D committee fees |
Performance Compensation (Detail)
| Item | Grant/Status | Terms/Value | Source |
|---|---|---|---|
| Annual director option (2024) | 15,000 options on May 15, 2024 | Exercise price $22.39; vests at earlier of 1 year or next AGM; 10‑yr term; Grant date FV $223,007 | |
| Outstanding options (all) at FY2024 end | 131,544 (Dr. Ekman) | As of Dec 31, 2024 | |
| Options exercisable within 60 days (9/24/2025) | 121,741 (Dr. Ekman) | Included in beneficial ownership within 60 days |
Related Party Exposure and Policies
- Policy: Related Person Transactions reviewed/approved under a written policy primarily by Audit Committee; alternatives for comp matters and full board also defined .
- Disclosure: No Related Person Transactions to report since Jan 1, 2024 .
Equity Ownership (Detail)
| Holder | Shares | Options Exercisable ≤60 Days | Total | % |
|---|---|---|---|---|
| Lars G. Ekman (9/24/2025) | 243 | 121,741 | 121,984 | <1% (asterisked) |
Notes on Director Compensation Governance
- Independent consultant: Pay Governance engaged by Compensation Committee to advise on executive and director compensation; committee assessed independence and found no conflict of interest .
- Director equity program: Non‑employee directors receive annual stock options; no RSU/PSU grants reported to directors; options priced at market close on grant date .
RED FLAGS
- None disclosed for Ekman: no related‑party transactions since Jan 1, 2024; board confirms independence; attendance threshold met .
- Monitoring area: long tenure and external VC affiliation merit routine oversight; no adverse disclosures present in the proxy .