Troy Ignelzi
About Troy Ignelzi
Troy Ignelzi is Rapport Therapeutics’ Chief Financial Officer, serving since November 1, 2023; he is 57 years old and holds a B.S. in Accounting from Ferris State University . Prior roles include CFO at Karuna Therapeutics (2019–2023) and public-company directorships at Contineum Therapeutics (CTNM), Vedanta Biosciences, and Abivax S.A.; he is also an advisor to Sofinnova Investments . As an emerging growth company, Rapport provides reduced executive compensation disclosures and does not report TSR/revenue/EBITDA performance linkages beyond high-level annual goals; 2024 corporate goals tied to bonuses included advancing RAP-219, scaling the organization, and securing funding .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Karuna Therapeutics (Nasdaq: KRTX) | Chief Financial Officer | 2019–2023 | Led finance during the period preceding Karuna’s acquisition by Bristol Myers Squibb (January 2024) . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Contineum Therapeutics (Nasdaq: CTNM) | Director | Since May 2024 | Public company board oversight . |
| Vedanta Biosciences, Inc. | Director | Since Nov 2020 | Private biotech board oversight . |
| Abivax S.A. (Nasdaq: ABVX) | Director | Since Jul 2023 | Public biotech board oversight . |
| CinCor Pharma (Nasdaq: CINC) | Director | Mar 2021–Feb 2023 | Director prior to acquisition by AstraZeneca . |
| Sofinnova Investments | Advisor | Since Mar 2024 | Advisor to venture firm . |
Fixed Compensation
| Metric | 2023 (partial year) | 2024 | Notes |
|---|---|---|---|
| Base salary paid ($) | 69,462 | 468,462 | 2024 base rate set at $500,000 as of 12/31/2024 . |
| Base salary rate ($) | — | 500,000 | As of 12/31/2024. |
| Target bonus (%) | — | 40% | Target based on base salary. |
| Target bonus ($) | — | 200,000 | Derived from 40% of $500,000; target policy disclosed . |
| Actual annual bonus ($) | 35,770 | 170,000 | Based on company and individual performance . |
| Perquisites & other ($) | 7,141 | 37,074 | Includes $13,800 401(k) match; $21,184 commuting; phone/personal/gift cards . |
| Total compensation ($) | 2,130,457 | 2,464,371 | Includes option award fair value per ASC 718 . |
Performance Compensation
| Component | Metric/Terms | Target | Actual/Payout | Vesting/Conditions |
|---|---|---|---|---|
| Annual cash bonus | Corporate/individual goals: RAP-219 advancement; organization scaling; funding secured | 40% of base salary ($200,000) | $170,000 | Cash; paid for 2024 performance . |
| Option awards (grant-date fair value) | Equity incentives (ASC 718 fair values) | Discretionary; no fixed target | $1,788,835 (2024); $2,018,084 (2023) | Time-based vesting: 25% at 1-year, remainder monthly; change-in-control acceleration if qualifying termination . |
Detailed Equity Grants (Outstanding at 12/31/2024)
| Vesting Commencement | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 11/01/2023 | 95,246 | 256,433 | 1.80 | 12/05/2033 |
| 03/25/2024 | — | 84,906 | 9.60 | 03/24/2034 |
| 06/06/2024 | — | 81,366 | 17.00 | 06/05/2034 |
Vesting standard: 25% cliff at 1-year; 75% monthly thereafter, subject to continuous service; time-based awards fully accelerate upon qualifying termination in change-in-control period per employment agreement; general option acceleration terms summarized in executive arrangements section .
Equity Ownership & Alignment
| Ownership Detail | Amount |
|---|---|
| Total beneficial ownership | 209,102 shares (<1%) . |
| Breakdown | 10,000 shares common + 199,102 options exercisable within 60 days of 04/21/2025 . |
| Hedging/derivatives | Prohibited for executive officers/directors/employees (short sales, puts/calls, derivatives, economic equivalents) . |
| Pledging | Prohibited for executive officers/directors/employees . |
| Rule 10b5-1 plans | Company permits compliant plans; plans must be adopted when not in possession of MNPI . |
| Clawback policy | Adopted May 29, 2024; effective June 6, 2024; recovery of incentive-based comp tied to financial reporting upon restatement (3-year lookback) . |
Employment Terms
| Term | Provision |
|---|---|
| Start date / status | CFO since November 1, 2023; at-will employment . |
| Base salary / target bonus | Base salary set and adjustable; target bonus tied to policy (40% as of 2024) . |
| Relocation benefit | Eligible if purchasing residence in Cambridge/Boston within 3 years; terms to be determined . |
| Severance (non-CoC) | 12 months base salary + up to 12 months COBRA contribution, subject to release . |
| Severance (CoC period) | Lump sum = 1× (base salary + target bonus) + full acceleration of unvested time-based equity + up to 12 months COBRA contribution, subject to release . |
| 280G | “Better-off cutback” (greater of full benefits net of excise vs cutback) . |
| Policies | Insider trading/hedging/pledging prohibitions; Rule 10b5-1 policy; Clawback policy . |
Compensation Committee Analysis
- Committee composition: James I. Healy (Chair), John Maraganore, Robert J. Perez, Raymond Sanchez; all non-employee directors; six meetings in FY2024 .
- Consultant: Aon PLC engaged; committee assessed and determined Aon is independent with no conflicts .
- EGC/smaller reporting company: reduced disclosure; no say-on-pay votes required at this stage .
Risk Indicators & Red Flags
- Pledging/hedging: Explicitly prohibited, reducing misalignment risk .
- Clawback: Implemented per SEC/Nasdaq; supports pay-for-performance discipline .
- Option timing: Committee avoided grants around major filings; no opportunistic timing disclosed for 2024 .
- Related-party and governance: Policies in place; employment agreement features are standard for biotech CFOs (12-month severance; 1× CoC multiple) .
Investment Implications
- Alignment: Ownership is modest (<1%), but equity-heavy pay with multi-year vesting and full CoC acceleration plus 10b5-1/clawback/hedging prohibitions fosters alignment while limiting downside governance risk .
- Incentive mix: 2024 compensation tilted toward options ($1.79M fair value) with cash bonus below target ($170k vs $200k target), indicating emphasis on long-term value creation amidst milestone-driven R&D objectives .
- Retention economics: Standard severance (12 months) and CoC (1× base+target; equity acceleration) suggest competitive but not excessive terms; relocation benefit indicates intent to centralize leadership in Boston/Cambridge .
- Monitoring: Track future proxy disclosures for PSU adoption/metric specificity, insider Form 4 activity under 10b5-1 plans, and progress on RAP-219/go-to-market funding goals referenced in 2024 bonus criteria .