Daniel Welch
About Daniel G. Welch
Independent Chairman of the Board at Ultragenyx (RARE) since 2015; age 67. Former CEO/Chairman of InterMune and senior operator across multiple pharma roles; currently chairs Structure Therapeutics, Inc. and Prothena Corporation plc. Holds a B.S. from the University of Miami and an M.B.A. from the University of North Carolina. Board-determined independent; serves as Chairman separate from CEO, enhancing independent oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| InterMune, Inc. | Chairman, CEO, President | 2003–2014 (CEO/President), 2008–2014 (Chairman) | Led commercialization and strategy; global operating leadership |
| Triangle Pharmaceuticals, Inc. | Chairman & CEO | Aug 2002–Jan 2003 | Oversight of strategic transition |
| Elan Corporation plc | President, Pharmaceutical Division | Oct 2000–Jun 2002 | Global division leadership |
| Sofinnova Ventures | Executive Partner | Jan 2015–Jan 2018 | Venture portfolio operations and governance |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Structure Therapeutics, Inc. | Chairman | Current | Public biotech board chair |
| Prothena Corporation plc | Chairman | Current | Public biotech board chair |
| Nuvation Bio | Chairman | Past (Jul 2020–Sep 2024) | Public biotech; stepped down 2024 |
| Intercept Pharmaceuticals, Inc. | Director | Past (Nov 2015–Jun 2021) | Public biotech |
| Seagen Inc. | Director | Past (Jul 2007–Dec 2023) | Public biotech |
Board Governance
- Roles at Ultragenyx: Independent Chairman; member, Compensation Committee; member, Nominating & Corporate Governance Committee .
- Independence and attendance: Board determined independent; attended 100% of Board/committee meetings in 2024 .
- Board structure: Separate Chair and CEO; independent directors held four executive sessions in 2024; Board met four times .
- Overboarding policy: Max five public company boards for non-CEO directors; Welch currently serves on two other public boards, within policy .
- Clawback and trading restrictions: Company maintains clawback policy; prohibits hedging and pledging by directors .
Fixed Compensation
| Item | Fiscal 2024 | Notes |
|---|---|---|
| Cash fees earned | $100,750 | Reflects Chairman retainer plus committee member fees; Board policy sets retainer schedule for directors and committee roles |
Director cash retainer schedule (policy reference):
- Board Chairman $85,000; non-chair member $50,000
- Audit Chair $25,000; member $12,500
- Compensation Chair $20,000; member $10,000
- Nominating & Corporate Governance Chair $12,000; member $6,000
- Research & Development Chair $15,000; member $7,500
Performance Compensation
| Item | Fiscal 2024 | Vesting / Structure |
|---|---|---|
| RSU grant-date fair value | $200,010 | Annual grant; generally vests by next annual meeting or 1-year anniversary |
| Option grant-date fair value | $199,374 | Annual grant; strike at grant-date FMV; typical time-based vest |
- Annual director equity target value $400,000 split 50% options / 50% RSUs; new director initial equity $600,000 split 50/50 .
- No performance-conditioned director equity; awards are time-based (no dividends on unvested, no repricing; director comp capped at $900k, $1.5M in first year or if serving as Chairman/Lead Director) .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public boards | Structure Therapeutics, Inc. (Chairman); Prothena Corporation plc (Chairman) |
| Past public boards | Nuvation Bio (Chairman through Sep 2024); Intercept Pharmaceuticals, Inc.; Seagen Inc. |
| Internal network overlap | Ultragenyx CCO Erik Harris previously held commercial roles at InterMune; Welch served as InterMune CEO/Chairman |
Expertise & Qualifications
- Strong operating executive with strategic expertise in global pharma markets; extensive board governance experience .
- Education: B.S. (University of Miami); M.B.A. (University of North Carolina) .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 68,335 shares (<1%) | Less than 1% of outstanding |
| Common shares owned | 21,605 | Direct holdings |
| Options exercisable within 60 days | 46,730 | Included in beneficial ownership |
| RSUs outstanding (12/31/2024) | 5,345 | As of year-end policy disclosure |
| Options outstanding (12/31/2024) | 74,130 | Total outstanding options |
| Ownership guidelines | 3x annual retainer for directors; all directors in compliance by 12/31/2024 | |
| Hedging/pledging | Prohibited for directors |
Governance Assessment
- Board effectiveness: As independent Chairman with 100% attendance and active committee roles (Compensation; Nominating & Governance), Welch supports strong oversight and governance rigor. The company maintains robust governance practices including clawback, anti-hedging/pledging, ownership guidelines, and independent committees .
- Compensation oversight signal: As a Compensation Committee member, Welch was part of investor engagement response after a 74% say‑on‑pay approval in 2024, increasing PSU weightings and adding an absolute TSR cap—positive alignment steps .
- Conflicts/related parties: Company reports no related-person transactions since Jan 1, 2024; Audit Committee reviews related-party dealings per policy—low conflict risk indicators .
- Overboarding/time commitment: While chairing two external public boards, Welch remains within Ultragenyx’s overboarding limits (≤5 boards for non-CEO directors). Investors may monitor aggregate leadership commitments, but policy compliance and full attendance mitigate concerns .
- RED FLAGS: None disclosed regarding pledging, hedging, repricing of director equity, tax gross-ups, or related-party transactions; director compensation subject to annual cap and no repricing permitted under plan .