Seth L. Harrison, M.D.
About Seth L. Harrison, M.D.
Independent director of Stoke Therapeutics since July 2015; former Chair of the Board (July 2015–September 2024). Age 64 with deep venture and biotech governance experience; Managing Partner and founder of Apple Tree Partners (1999), prior roles at Oak Investment Partners (General Partner) and Sevin Rosen Funds (Venture Partner). Education: A.B. Princeton; M.D. and M.B.A. Columbia University. Currently serves on the Compensation Committee; classified by the Board as independent under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Stoke Therapeutics (STOK) | Chair of the Board | Jul 2015–Sep 2024 | Led Board; transitioned to new Chair in 2024 |
| Stoke Therapeutics (STOK) | Director | Jul 2015–present | Compensation Committee member |
| Apple Tree Partners | Managing Partner; Founder | Founded 1999; current | Life sciences venture leadership |
| Oak Investment Partners | General Partner | Prior to 1999 (not disclosed) | Venture/private equity leadership |
| Sevin Rosen Funds | Venture Partner | Prior to 1999 (not disclosed) | Technology-focused venture capital |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Akero Therapeutics, Inc. (public) | Director | Current | Public biopharma board experience |
| Braeburn Inc. (private) | Chair of the Board | Current | Pharma portfolio governance |
| Marengo Therapeutics, Inc. (private) | Chair of the Board | Current | Immunotherapy governance |
| Galvanize Therapeutics, Inc. (private) | Chair of the Board | Current | Medical device governance |
| Various private companies | Director | Current | Multiple venture-backed boards |
Board Governance
- Independence: Determined independent by the Board; one of six independents among nine directors post-meeting.
- Committee assignments: Member, Compensation Committee; chaired by Julie Anne Smith. No current Audit or Nominating assignments disclosed.
- Attendance: Each director attended at least 75% of Board and applicable committee meetings in 2024; Board held 7, Compensation held 5.
- Tenure and leadership: Director since 2015; served as Board Chair until September 2024 when the Chair role transitioned.
- Executive sessions: Independent directors meet separately without management regularly.
Fixed Compensation
| Metric | 2024 Amount |
|---|---|
| Cash fees (retainers, committee, chair/membership) | $66,359 |
| Total cash program structure (policy) | Board annual retainer $40,000; Non-exec Chair $30,000; Audit Chair $15,000; Compensation Chair $10,000; Nominating Chair $10,000; Audit member $7,500; Compensation member $5,000; Nominating member $5,000 |
Notes: 2024 cash fees reflect mid-year leadership changes (Chair role moved from Harrison to Tzianabos in September 2024) and committee membership adjustments.
Performance Compensation
| Equity Element | 2024 Detail |
|---|---|
| Annual option award (director program) | Grant date fair value $85,946; vests on one-year anniversary or next annual meeting; time-based. |
| Options outstanding (as of Dec 31, 2024) | 104,062 options outstanding. |
| 2025 Director Equity Program (Policy) | Target Grant Date Fair Value |
|---|---|
| Initial equity grant (new directors) | ~$448,000 |
| Annual equity grant (continuing directors) | ~$224,000 |
Vesting terms: Director options vest in twelve equal quarterly installments for initial grants; annual grants vest after one year or at next annual meeting. No director-specific performance metrics disclosed; awards are time-based.
Other Directorships & Interlocks
| External Board | Potential STOK Interlock/Conflict |
|---|---|
| Akero Therapeutics, Inc. | No related-party transactions with STOK disclosed. |
| Braeburn Inc.; Marengo Therapeutics, Inc.; Galvanize Therapeutics, Inc. | No related-party transactions with STOK disclosed. |
Related-Party Transactions: Company reports none since Jan 1, 2024 meeting materiality thresholds; transactions must be pre-approved under policy.
Expertise & Qualifications
- Life sciences investing and governance expertise across biopharma and medtech; extensive service on boards of venture-backed and public companies.
- Medical training and business education (M.D., M.B.A.), enabling oversight of clinical strategy and capital allocation.
- Experienced compensation committee member; Board uses independent consultant (Aon); no consultant conflicts identified.
Equity Ownership
| Ownership Component (as of Mar 31, 2025) | Shares | % of Outstanding |
|---|---|---|
| Total beneficial ownership | 1,971,736 | 3.6% |
| Direct shares | 898,871 | — |
| Options exercisable within 60 days | 96,423 | — |
| Indirect via Les Pommes LLC | 976,442 | — |
Notes: Harrison is manager of Les Pommes LLC and may be deemed to have sole voting/dispositive power; disclaims beneficial ownership except to the extent of pecuniary interest. Company policy prohibits hedging and pledging without Compliance Officer approval; no pledging by Harrison disclosed.
Insider Trading and Section 16 Compliance
| Item | 2024 Disclosure |
|---|---|
| Section 16(a) filings | Company disclosed certain late Form 4s (Allan, Kaye, Nash) on Mar 27, 2024 grants; no late filings disclosed for Harrison. |
Governance Assessment
- Positives: Independent status; long-tenured director with deep biotech and venture expertise; active Compensation Committee member; strong equity alignment (3.6% beneficial ownership); robust anti-hedging/pledging and clawback policies; no related-party transactions reported.
- Considerations: Dual roles across many portfolio companies may present potential informational conflicts; continued monitoring appropriate for any future RPTs or overlapping commercial relationships. No specific director performance metrics; equity grants are time-based (typical for directors).
- Engagement: Attended at least 75% of Board/committee meetings; prior Board leadership experience supports continuity and governance oversight.
RED FLAGS: None disclosed regarding related-party transactions, pledging/hedging, legal proceedings, or Section 16 compliance for Harrison. Maintain vigilance for cross-board interlocks as portfolio companies evolve.