Rodney Young

About Rodney Young

Rodney Young is Chief Financial Officer of RAPT Therapeutics and has served in the role since December 2019; he is 62 and holds an MBA in Finance and Accounting and a BA in Economics from the University of Chicago . Company performance disclosure shows total shareholder return fell sharply in 2024 (value of a fixed $100 investment fell to $7.98 from $125.51 in 2023) alongside a net loss of $129.9 million in 2024 vs. $116.8 million in 2023, framing a challenging backdrop for pay-for-performance evaluation . Young directly certifies quarterly reports as Principal Financial Officer, evidencing accountability for controls and fair presentation .

Past Roles

External Roles

• No public company board roles or external directorships disclosed in RAPT’s executive biography for Mr. Young .

Fixed Compensation

• Base salary progression:
  • $459,000 (approved Jan 2023)
  • $478,000 (approved Jan 2024)
  • $502,000 (approved Jan 2025)
• Target annual bonus opportunity: 40% of base salary .
• Other compensation: term life insurance premiums and 401(k) matching, same terms as other employees .

Multi‑year compensation (chronologically ordered):

Performance Compensation

• Bonus framework: 40% target bonus; objectives set in Jan 2024 and revised after FDA clinical holds to reflect business circumstances; payout determined at 120% achievement for 2024 .
• Payout mechanics: Base salary × target bonus % × achievement %; Mr. Young’s 2024 bonus was $229,440 .

Option repricing and retention conditions:

• One‑time repricing effective 11/13/2024 for options with exercise prices >$8.00 to $1.57 per share; employees must remain employed through 11/13/2025 to exercise at repriced strike, otherwise original strike applies; vesting/terms unchanged .

Equity Ownership & Alignment

• Beneficial ownership: 390,821 shares; less than 1% of shares outstanding as of 3/25/2025 .
• Insider trading policy: Pre‑clearance required; hedging, margin purchases, and pledging of company stock are prohibited (pledging RED FLAG mitigated by policy) .
• Outstanding awards and vesting schedules (as of 12/31/2024):

Notes:

• The 2024 grant was approved as part of annual compensation review (90,000 options) .
• Repricing retention condition through 11/13/2025 may temper near‑term selling/exercise pressure .

Employment Terms

• At‑will employment, offer letter dated Nov 2019; initial base salary $385,000; target bonus 40% .
• Severance (non‑change‑in‑control): 9 months base salary continuation and up to 9 months COBRA premium reimbursement/taxable equivalent upon termination without cause or for good reason .
• Change‑in‑control (double‑trigger within 12 months post‑CIC): 12 months base salary continuation; lump sum equal to target annual bonus; up to 12 months COBRA reimbursement/taxable equivalent; accelerated vesting and exercisability of all outstanding equity awards; release required and compliance with continuing obligations (confidential information and inventions assignment) .

Clawback:

• Company maintains a clawback policy per Dodd‑Frank/Nasdaq; awards subject to recoupment under policy .

Performance & Track Record

• In‑licensing of RPT‑904: $35 million upfront; ~$670 million in milestones (≈$450 million commercial, $200+ million development); low double‑digit top royalty tier; RAPT has worldwide rights excluding China .
• Capital position: Cash just under $170 million at end of Q2 2025; runway guided through H1 2027, aligning with expected Phase 2 food allergy readout .
• Strategic pivot: Ceased development of zelnecirnon after FDA clinical holds (Feb 2024), executed RIF (July 2024), and signed RPT‑904 license (Dec 2024) to refocus pipeline and preserve cash .
• Executive certifications: SOX 302 and 906 certifications signed by CFO on Q3 2025 10‑Q .

Compensation Committee Analysis

• Composition: Compensation Committee chaired by Michael Giordano; Lori Lyons‑Williams member; both independent and non‑employee under Nasdaq/Rule 16b‑3 .
• Consultant: Aon/Radford engaged to evaluate strategy, develop peer group, and recommend executive pay program; recommendations approved .
• Process/policy: Significant adjustments and equity awards typically set in Q1; objectives revised in 2024 following FDA holds; option repricing approved 11/13/2024 with one‑year retention condition .

Equity Ownership & Governance Practices

Investment Implications

• Alignment: Target bonus tied to operational/clinical milestones and in‑licensing; 2024 payout at 120% despite clinical setbacks, but objectives were revised—investors should monitor how targets are set versus realized outcomes to assess pay‑for‑performance rigor .
• Retention and selling pressure: The 11/13/2024 option repricing with a one‑year retention condition (and original strike applying if exercised early) reduces immediate in‑the‑money exercise incentives and supports retention through 11/13/2025 . Prohibitions on pledging and hedging further align long‑term behavior .
• Change‑in‑control economics: Double‑trigger structure (1× salary, 1× target bonus, 12‑month benefits, full equity acceleration) is shareholder‑standard but could be value‑impacting in M&A scenarios by accelerating equity; investors should factor in potential dilution and cash costs upon CIC .
• Execution risk vs. value creation: Young’s role in in‑licensing RPT‑904 with globally competitive terms and maintaining runway through H1 2027 supports strategic pivot after zelnecirnon withdrawal; however, TSR deterioration in 2024 highlights market skepticism—future compensation outcomes should track Phase 2 data flow and financing discipline to validate pay alignment .