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Gil Labrucherie

Director at RezoluteRezolute
Board

About Gil Labrucherie

Gil Labrucherie, 54, has served as an independent director of Rezolute, Inc. since November 20, 2019 and is Chair of the Audit Committee; he is also a member of the Nominating & Governance Committee and previously served on the Compensation Committee through June 30, 2025 . He holds a J.D. from UC Berkeley Law and a B.A. from UC Davis, is a member of the State Bar of California, and a CFA charterholder; his background spans CFO/COO roles at public biotechs and corporate counsel at Wilson Sonsini .

Past Roles

OrganizationRoleTenureCommittees/Impact
Nektar TherapeuticsCFO; COO (from Nov 2019)2016–2022Senior operating and finance leadership at public biotech
Wilson Sonsini Goodrich & RosatiCorporate CounselEarly careerLegal foundation; corporate transactions
Bloom Trust (family office)Sole trustee/executive in chargeNot specifiedOversight of real estate assets/operations
Valinor Pharma LLCDirectorUntil Jul 2024Board role until acquisition by Grünenthal

External Roles

OrganizationRoleStart DateNotes
Septerna, Inc.Chief Financial OfficerJan 2025Public clinical-stage biotech (GPCR platform)
ACELYRIN, Inc.CFO; later CFO & Chief Business OfficerAug 2023–Dec 2025; prior CFO Jul–Nov 2022Public late-stage biotech focused on autoimmune diseases

Board Governance

  • Committee assignments (effective July 1, 2025): Audit Committee — Chair (Labrucherie, Fauchet, Hogenhuis); Compensation Committee — Chair Hogenhuis; members Harris, Kreher; Nominating & Governance — Chair Kreher; members Labrucherie, Fauchet .
  • Independence: The Board determined Mr. Labrucherie is independent under Nasdaq Rule 5605(a)(2) .
  • Financial expertise: The Board designated Mr. Labrucherie as an “audit committee financial expert” .
  • Attendance: The Board met 4 times in FY2025; each director attended at least 75% of Board and committee meetings. In FY2024, the Board met 5 times; each director attended at least 75% of applicable meetings .
  • Leadership structure: CEO serves as Acting Chair; independent directors provide oversight through committees and executive sessions per governance charters .

Fixed Compensation

Component (USD)FY2024FY2025
Board annual retainer$45,000 $45,000
Audit Committee Chair fee$10,000 $15,000
Compensation Committee member fee$7,000 $7,000
Nominating & Governance member fee$7,000 $7,000
Total Cash Fees$69,000 $74,000

Notes: FY2024 director cash fees reflect committee roles at that time; FY2025 reflects continued Audit Chair role and membership on Nominating & Governance; Compensation Committee service through June 30, 2025 .

Performance Compensation

Grant DateAward TypeShares/OptionsExercise PriceGrant-Date Fair ValueVestingExpiration
Jan 23, 2024Stock Options30,000$1.02$24,444Monthly over 36 months to Jan 23, 2027Jan 23, 2034
Feb 16, 2025RSUs25,500$117,555 (25,500×$4.61)Cliff vest Mar 1, 2026N/A
Feb 16, 2025Stock Options15,000$4.61Included in option FVOne-year to Mar 1, 2026Feb 16, 2035
Jun 10, 2025RSUs9,000$39,510 (9,000×$4.39)Cliff vest Jul 1, 2026N/A
Jun 10, 2025Stock Options5,000$4.39Included in option FVOne-year to Jul 1, 2026Jun 10, 2035

Aggregate FY2025 director equity values for Mr. Labrucherie: RSUs $157,065; Options $65,093; Total director compensation $296,158 .

No director PSUs or performance-conditioned vesting were disclosed; awards are time-based RSUs and options, typical of director compensation structures .

Other Directorships & Interlocks

EntityTypeRelationship
Nektar TherapeuticsPublic biotechShared prior employer with Rezolute CEO Nevan Elam (Elam SVP; Labrucherie CFO/COO) — potential network tie, not a disclosed related-party transaction
Handok Inc.Strategic investor (board observer present)No disclosed transactions involving Mr. Labrucherie; Handok’s investments were disclosed separately .

No other current public company directorships by Mr. Labrucherie were disclosed beyond Rezolute .

Expertise & Qualifications

  • 25+ years in finance, corporate development, and legal at public biotechs; CFO and COO experience at Nektar; CFO at Septerna; CFO/CBO at ACELYRIN .
  • Legal training (UC Berkeley Law) and corporate counsel experience (Wilson Sonsini) support governance and compliance oversight .
  • Audit committee financial expert designation; CFA charterholder; enhances board oversight of reporting, controls, and capital markets matters .

Equity Ownership

MeasureAs ofAmount
Beneficial ownership (total)Sep 22, 2025164,072 shares (<1%)
Breakdown: shares owned (trust)Sep 22, 202553,752
Breakdown: options exercisable within 60 daysSep 22, 2025110,500
Outstanding director awards (unvested RSUs)Jun 30, 202534,500
Outstanding options (vested)Jun 30, 2025107,166
Outstanding options (unvested)Jun 30, 202535,834

Policy alignment:

  • Insider trading policy prohibits short sales, options trading/hedging, and pledging except in limited, pre-approved circumstances; no pledging by Mr. Labrucherie was disclosed in the proxy .
  • Section 16 compliance: only late Form 4s noted for other directors; none for Mr. Labrucherie, indicating timely reporting .

Governance Assessment

  • Strengths: Independent director; Audit Committee Chair and SEC-defined financial expert; consistent meeting attendance (≥75%); robust legal/finance expertise aligned to Rezolute’s needs; equity ownership and ongoing option exposure provide alignment .
  • Risks/Watch items:
    • Multiple C-suite commitments (Septerna CFO since Jan 2025; ACELYRIN through Dec 2025) could pose time-allocation considerations; monitor engagement levels versus Rezolute’s board demands .
    • Network interlock with CEO via prior tenure at Nektar; not a related-party transaction but relevant to board dynamics and challenge function .
    • Shift in director equity mix in FY2025 to include RSUs alongside options raises guaranteed equity versus option-only structure; typical for directors but lowers at-risk element marginally .
  • Related-party/Conflicts: No related-party transactions involving Mr. Labrucherie were disclosed; Audit Committee pre-approves related-party transactions, reducing conflict risk .

Overall signal: Strong governance profile with audit leadership and independence; keep focus on time commitments and ongoing equity plan changes when assessing alignment and board effectiveness .