Emma Reeve
PTC THERAPEUTICSAbout Emma Reeve
Emma Reeve (age 64) is an independent Class II director of PTC Therapeutics, serving since 2018; she chairs the Audit Committee and sits on the Compensation Committee, and has been designated an “audit committee financial expert.” She holds a B.Sc. in Computer Science from Imperial College London and is an associate of the Institute of Chartered Accountants in England & Wales . PTC’s board is classified; her current term runs to 2027 under the Class II slate .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Constellation Pharmaceuticals (Nasdaq) | SVP & Chief Financial Officer; Treasurer; Secretary | Oct 2017–Jul 2021 (Treasurer Dec 2017–Jul 2021; Secretary Dec 2017–Sep 2018) | Public-company CFO experience; capital markets and reporting leadership |
| Parexel International (Nasdaq) | Corporate Controller; Interim CFO | Corporate Controller Sep 2014–Oct 2017; Interim CFO Jul 2016–May 2017 | Oversaw finance transformation in CRO context |
| Novartis Pharma Schweiz | Head of Finance & Administration | May 2012–Aug 2014 | Country-level finance leadership |
| Novartis Vaccines & Diagnostics | VP, Global Head Business Planning & Analysis | Jan 2008–Apr 2012 | Global planning/analytics leadership |
| Inotek Pharmaceuticals; Aton Pharma | Chief Financial Officer (each) | Not disclosed | Biopharma CFO roles (private/public-stage) |
| Merck Research Labs; Bristol Myers Squibb | Operational/Finance roles | Not disclosed | Large-cap pharma financial operations experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Whitehawk Therapeutics (Nasdaq) | Director | Since Sep 2021 | Public biopharma board service |
| Editas Medicine (Nasdaq) | Former Director | Not disclosed | Prior public biopharma board service |
Board Governance
- Independence: The board determined all non-employee directors, including Reeve, are independent under Nasdaq rules .
- Committee assignments: Audit Committee Chair and member of the Compensation Committee; Audit Committee financial expert designation .
- Meetings and attendance: Board met 13 times in 2024; each director attended at least 75% of board/committee meetings they served on. Audit Committee met 5 times; Compensation Committee met 9 times .
- Board structure: Separate Chair and CEO roles; classified board. Independent chair leads oversight; Reeve is a Class II director with term expiring 2027 .
- Executive sessions: Corporate Governance Guidelines provide for regular executive sessions of independent directors .
- Risk oversight: Audit Committee oversees internal controls, disclosure controls, code of ethics, internal audit, and risk assessment including cybersecurity; as chair, Reeve has primary oversight among directors for these matters .
Fixed Compensation
| Component (Director 2024) | Amount |
|---|---|
| Fees earned/paid in cash (Reeve) | $92,500 |
| Annual board cash retainer (program) | $50,000 |
| Audit Committee retainer (member/chair) | $12,000 / $25,000 (chair) |
| Compensation Committee retainer (member/chair) | $10,000 / $20,000 (chair) |
| Ad hoc committee retainer (member/chair; if applicable) | $7,500 / $11,250 |
Notes: Reeve’s 2024 cash fees totaled $92,500; standard director retainer structure shown for context .
Performance Compensation
Directors receive time-based equity (no performance metrics). 2024 program grants per non-employee director included options to purchase 10,000 shares (vesting monthly over one year starting Feb 15, 2024) and 4,000 RSUs (1/3 vest Jun 18, 2024; 2/3 vest Feb 15, 2025) .
| Equity (Director 2024) | Reeve (Grant-Date Fair Value) | Vesting Terms |
|---|---|---|
| Option award | $134,915 | 10,000 options vest monthly over 1 year (Feb 15, 2024 start) |
| Stock (RSU) award | $102,760 | 4,000 RSUs: 1/3 on Jun 18, 2024; 2/3 on Feb 15, 2025 |
| Total 2024 director comp (Reeve) | $330,175 | — |
Outstanding director equity at 12/31/2024 (Reeve): 68,399 options outstanding; 2,666 unvested RSUs .
Other Directorships & Interlocks
- Current public company boards: Whitehawk Therapeutics (since Sep 2021) .
- Prior public company boards: Editas Medicine (dates not disclosed) .
- Compensation Committee interlocks: None—company discloses no executive officer sits on another company’s compensation committee where a PTCT executive sits on the board, and none of the Compensation Committee members (including Reeve) is or has been a PTCT officer/employee .
- Historical associations: Fellow PTCT director David P. Southwell previously led Inotek; Reeve also served as Inotek CFO at an earlier time; no related-party transactions or interlocks are disclosed related to this association .
Expertise & Qualifications
- Designated audit committee financial expert; extensive CFO background in public biopharma and CROs; chartered accountant (ICAEW) .
- Technical depth in finance, controls, risk, and capital markets; Audit Committee charter responsibilities also include cybersecurity and IT risk oversight .
Equity Ownership
| Measure | Detail |
|---|---|
| Total beneficial ownership | 84,932 shares (Less than 1%) |
| Composition | 72,065 options exercisable within 60 days; 1,667 RSUs vesting within 60 days; 11,200 common shares |
| Shares outstanding (record date) | 79,237,622 (for context) |
| Ownership guidelines | Non-employee directors: 3x three-year average cash board retainer within 5 years |
| Compliance status | As of Dec 15, 2024, all non-employee directors were in compliance or within grace period |
| Hedging/pledging | Prohibited under Insider Trading Policy; pre-clearance/10b5-1 requirements for SVP+ and directors |
No pledging or related-party arrangements for Reeve are disclosed .
Governance Assessment
- Strengths: Independent director with deep public-company CFO experience; Audit Chair and SEC-designated financial expert; robust risk oversight (including cybersecurity) through the Audit Committee; board maintains independent Chair/CEO split; strong director engagement (≥75% attendance) .
- Alignment and safeguards: Director stock ownership guidelines in place and met/within grace period; anti-hedging and anti-pledging policy reduces misalignment risk; no related-party transactions involving Reeve disclosed .
- Investor sentiment context: Say-on-pay support of ~98.1% in 2024 suggests broad shareholder approval of compensation governance, though this is executive-focused (board-level oversight context) .
- Potential flags: None material disclosed—no attendance shortfalls, conflicts, or interlocks; any historical overlap with Inotek colleagues is not tied to current related-party dealings or interlocks per company disclosures .