Wendy Young
About Wendy B. Young, Ph.D.
Independent director of Rapport Therapeutics (RAPP) since November 2024; age 58; Class I director up for re‑election in 2025 for a term through 2028. Former Senior Vice President of Drug Discovery at Genentech (2018–2021); President, BioPharma Discovery, LLC (since July 2021); Senior Advisor, Google Ventures (since January 2023); Adjunct Professor of Medicinal Chemistry, University of Michigan. Education: B.A./M.Chem., Wake Forest; Ph.D. in Chemistry, Princeton; postdoctoral fellowship, Memorial Sloan Kettering Cancer Center .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Genentech, Inc. | Senior Vice President, Drug Discovery | Jan 2018 – Sep 2021 | Led drug discovery; senior R&D leadership in large-cap biotech |
| MPM Capital (MPM BioImpact) | Executive Partner; CEO of stealth company | Sep 2021 – Jun 2023 | Venture creation and operating leadership |
| Rapport Therapeutics | Scientific Advisory Board member | Aug 2023 – Nov 2024 | Scientific guidance prior to joining Board |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| BioPharma Discovery, LLC | President | Since Jul 2021 | Scientific advisory company |
| Google Ventures (GV) | Senior Advisor | Since Jan 2023 | Venture adviser role (not disclosed as related party to RAPP) |
| University of Michigan College of Pharmacy | Adjunct Professor (Medicinal Chemistry) | Ongoing | Academic appointment |
Board Governance
- Independence: The Board determined in March 2025 that all directors except the CEO (Ceesay) and Huber are independent; Dr. Young is independent under Nasdaq and SEC rules .
- Committees: Chair, Science & Technology Committee; not listed on Audit, Compensation, or Nominating & Corporate Governance .
- Board/Committee cadence & attendance: In 2024 the Board met 5x; Audit 2x, Compensation 6x, Nominating 3x, Science & Technology 5x; each incumbent director attended at least 75% of applicable meetings; non‑employee directors met in executive session at each regular meeting .
- Leadership structure: Separate Chair (Steven M. Paul, M.D.) and CEO roles .
- Term: Class I nominee for election at 2025 annual meeting; term to 2028 if elected .
Fixed Compensation
| Item | Amount | Period/Notes |
|---|---|---|
| Cash fees (Board/committee retainers) | $7,174 | FY2024 (prorated for late‑2024 appointment) |
| Director cash retainer policy – Board | $40,000/year | Non‑employee directors |
| Director cash retainer policy – Committee Chair (S&T) | $8,000/year | Science & Technology Chair |
| Director cash retainer policy – Other Committees (chairs/members) | $15,000/$7,500 Audit; $10,000/$5,000 Comp; $8,000/$4,000 N&G | Per policy |
Notes:
- As an EGC, no say‑on‑pay vote required; reduced executive comp disclosures apply .
Performance Compensation
| Equity Element | Detail | Valuation/Quantity | Vesting |
|---|---|---|---|
| 2024 Director option awards (grant-date fair value) | Option awards under non‑employee policy (initial/pro‑rata annual) | $585,598 | Time‑based per policy |
| Outstanding options (director) | Options outstanding as of 12/31/2024 | 32,091 options | Not split by status in table |
| Initial Director Grant (policy) | One‑time option grant on initial appointment | 29,756 options | 1/3 at 1‑yr; remaining 2/3 monthly over 24 months; service‑based |
| Annual Director Grant (policy) | Annual option grant each AGM | 14,878 options (pro‑rated if mid‑year) | Vests fully by next AGM or 1‑yr anniversary; service‑based |
| Change‑in‑control (director awards) | Acceleration on sale of company | Full acceleration | Upon sale of company |
Notes:
- Director awards are time‑based; no performance metrics or TSR gates disclosed for director equity .
- All dollar amounts reflect grant‑date fair value per ASC 718; actual realizable value depends on stock performance .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Dr. Young .
- Related‑party/Interlocks context: Related‑party financings and agreements involve Third Rock, Sofinnova, ARCH, JJDC/Janssen; no related‑party transactions identified involving Dr. Young personally .
Expertise & Qualifications
- Deep small‑molecule/biologics drug discovery leadership (SVP Drug Discovery, Genentech) .
- Scientific governance: Chairs Science & Technology Committee, overseeing R&D strategy and technology evaluation .
- Academic and venture experience (Adjunct Professor; Senior Advisor at GV) enhance external network and technology diligence .
Equity Ownership
| Holder | Beneficial Shares | % Outstanding | Components |
|---|---|---|---|
| Wendy B. Young, Ph.D. | 6,972 | <1% | 6,000 shares + 972 options exercisable within 60 days (as of 4/21/2025) |
Additional detail:
- Director options outstanding as of 12/31/2024: 32,091 (status mix not fully disclosed in proxy tables) .
- Insider trading, hedging, pledging policy: Company policy prohibits short sales, derivatives/hedging, and pledging of company stock by directors, officers, and employees .
Insider Trades (Form 4 filings)
| Filing Date | Transaction Type | Instrument/Shares | Price | Notes/Source |
|---|---|---|---|---|
| 06/18/2025 | Reported equity transaction (director) | See filing (Form 4) | — | SEC filing confirms report by Wendy B. Young |
| 09/11/2025 | Open‑market purchase reported | Common stock (3,500 sh) | $22.60 | Increased beneficial holdings; see SEC/Form 4 and issuer archive |
| 11/07/(year per filing) | Stock option grant reported | Director option grant; 1/3 vests on 11/07/2025, remainder monthly over 24 months | — | Vesting terms disclosed in Form 4 summary |
Note: For full quantities and codes (e.g., P, A), see the linked SEC filings.
Fixed Compensation (Director Policy Reference)
| Component | Cash/year |
|---|---|
| Board retainer (non‑employee) | $40,000 |
| Audit Committee (Chair / Member) | $15,000 / $7,500 |
| Compensation Committee (Chair / Member) | $10,000 / $5,000 |
| Nominating & Corporate Governance (Chair / Member) | $8,000 / $4,000 |
| Science & Technology (Chair / Member) | $8,000 / $4,000 |
Performance Compensation (Director Grants Reference)
| Grant Type | Quantity | Vesting | Change‑in‑Control |
|---|---|---|---|
| Initial Director Grant | 29,756 options | 1/3 at 1‑year; remainder monthly over 24 months | Full acceleration upon sale |
| Annual Director Grant | 14,878 options (pro‑rata if mid‑year) | Vests fully by next AGM or 1‑year anniversary | Full acceleration upon sale |
Governance Assessment
- Strengths: Independent director with deep drug discovery credentials; chairs S&T Committee; board separates Chair/CEO; directors held executive sessions; at least 75% attendance for incumbents in 2024; prohibitions on hedging/pledging enhance alignment .
- Alignment: Director pay heavily equity‑weighted (2024: $585,598 options vs. $7,174 cash fees); beneficial ownership reported and increased via open‑market purchase in Sept 2025 per Form 4, a positive confidence signal .
- Conflicts/Related Party: No related‑party transactions disclosed involving Dr. Young; related‑party financings involve other director‑affiliated investors (Third Rock, Sofinnova, ARCH, JJDC/Janssen). Continue monitoring given her GV advisory role, but no current conflicts disclosed by the company .
- Watch items: Standard single‑trigger acceleration for director awards on sale of company; EGC status means no say‑on‑pay yet; ensure continued attendance and active engagement as S&T Chair .
Director Compensation (2024 Detail)
| Metric | 2024 |
|---|---|
| Fees Earned or Paid in Cash | $7,174 |
| Option Awards (grant‑date fair value) | $585,598 |
| All Other Compensation (SAB/consulting pre‑Board) | $29,914 |
| Total | $620,286 |
Other Notes
- Board size and composition context: 9 directors as of April 24, 2025; listing of directors and ages provided in proxy .
- Committee composition: S&T Committee members include Young (Chair), Huber, Paul, Sanchez .
- Compensation Committee uses Aon as independent consultant; independence assessed with no conflicts found .