Nevan Elam
SavaraAbout Nevan Elam
Independent director at Savara Inc. since February 2009, age 57, and currently Chair of the Compensation Committee and member of the Nominating & Governance Committee . Elam holds a J.D. from Harvard Law School and a B.A. from Howard University, with deep pharma, legal/regulatory, operating, and capital markets experience; he is currently an executive officer at Rezolute, Inc. and previously served on Peak Bio’s board (Nov 2022–Jun 2023) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nektar Therapeutics | SVP, Head of Pulmonary Business Unit | Not disclosed | Senior operating leadership in pharma |
| European medical device company | President & CEO | Not disclosed | CEO experience |
| E2open, Inc. | Co‑founder and Chief Financial Officer | Not disclosed | CFO and co‑founder credentials |
| Wilson Sonsini Goodrich & Rosati | Partner, Corporate Practice | Not disclosed | Legal/regulatory expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Rezolute, Inc. (Nasdaq: RZLT) | Executive Officer | Current | Metabolic diseases; executive responsibilities |
| Peak Bio, Inc. (OTCPK: PKBO) | Director | Nov 2022–Jun 2023 | Prior public board service |
Board Governance
- Committees: Compensation (Chair); Nominating & Governance (member) . All members of the Compensation Committee (Elam, McCracken, van Es‑Johansson) and Nominating & Governance Committee (McCracken [Chair], Elam, Ramsay) are independent under Nasdaq and SEC rules .
- Attendance and engagement: In 2024, the Board met 5x; Audit 4x; Compensation 2x; Nominating & Governance 2x; each director attended ≥75% of Board and committee meetings served, meeting the company’s attendance threshold .
- Independence: Board determined all directors other than CEO Matthew Pauls are independent under Nasdaq standards .
- Leadership: Combined Chair/CEO role (Pauls) with Lead Independent Director (McCracken) providing independent oversight and executive session coordination .
Fixed Compensation
| Year | Fees Earned (Cash) | Committee Fee Policy (Pre‑Dec 2024) | Committee Fee Policy (2025 onward) |
|---|---|---|---|
| 2024 (Elam) | $57,500 | Audit Chair $18,000; Audit Member $9,000; Compensation Chair $13,000; Compensation Member $6,500; Nominating Chair $8,500; Nominating Member $4,500 | Audit Chair $20,000; Audit Member $10,000; Compensation Chair $14,000; Compensation Member $7,000; Nominating Chair $10,000; Nominating Member $5,000 |
- Policy baseline: Non‑employee directors receive $40,000 annual cash retainer; Lead Independent Director additional $30,000 .
Performance Compensation
| Grant Type | Grant Date | Number of Shares/Units | Grant‑Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| RSUs (annual director grant) | Dec 12, 2024 | 40,000 | $134,000 | Vest in full on one‑year anniversary (Dec 12, 2025) |
| Stock Options (held as of 12/31/2024) | Various (not disclosed) | 112,451 options | Not disclosed | Not disclosed |
- Structure: Director equity is time‑based RSUs under the 2024 Plan; no performance metrics disclosed for director equity awards .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Compensation Committee interlocks | None; no member has ever been a Savara executive officer; no cross‑board interlocks with companies where Savara executives serve |
| Additional boards (current/previous) | See External Roles table above |
Expertise & Qualifications
- Legal/regulatory and corporate governance (Harvard J.D.; WSGR partner) .
- Pharma and device operating leadership (Nektar Pulmonary BU; device company CEO) .
- Finance/operations (E2open co‑founder and CFO) .
- Board skills: public company governance, industry experience, financial oversight, global operations (Board competency framework) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Unvested RSUs | Options Held |
|---|---|---|---|---|
| Nevan Elam | 134,951 | <1% (of 172,747,640 shares) | 40,000 | 112,451 options |
- Beneficial ownership table as of April 7, 2025; percent based on 172,747,640 shares outstanding .
- RSU positions are unvested as of Dec 31, 2024; vesting on Dec 12, 2025 .
Governance Assessment
- Independence and committee leadership: Elam is independent under Nasdaq; chairs Compensation Committee and sits on Nominating & Governance; both committees meet independence requirements and actively oversee executive pay, risk, and governance policies (including clawback) .
- Engagement: Attendance ≥75% indicates acceptable engagement; Board and committee cadence consistent with early‑stage biopharma governance .
- Pay alignment and structure: Director pay combines cash and time‑based RSUs; in Dec 2024, fees and annual equity grants were raised toward market per Aon review—watch for pay creep but structure remains standard for small‑mid cap biotech boards .
- Ownership alignment: Elam holds ~135k shares plus 40k unvested RSUs and options; stake is <1%—typical for an outside director; no pledging disclosed .
- Conflicts/related parties: No related‑party transactions requiring disclosure since Jan 1, 2023—low conflict risk per Audit Committee policy .
- Shareholder signals: Say‑on‑pay support was ~95% in 2024 (91% in 2023), indicating investor acceptance of compensation practices; company has clawback and insider trading policies (hedging/speculative transactions prohibited) .
- RED FLAGS and watchpoints:
- Time commitment overlap: Elam is an executive officer at Rezolute; while no specific conflict is disclosed, concurrent executive duties can pose bandwidth risks; Savara limits public company boards to four in its guidelines—monitor compliance and performance impacts .
- Compensation escalation: 2025 increases to director fees and equity awards—monitor for sustained alignment with performance and market benchmarks .
References
- Board composition, age, committees, director since:
- Committee independence and membership details:
- Meeting frequency and attendance:
- Lead Independent Director role:
- Director compensation (amounts, RSU holdings, options held):
- Director compensation policy and 2025 fee schedule; RSU grant and vesting:
- Beneficial ownership table and shares outstanding:
- Biography, education, external roles:
- Interlocks statement:
- Related‑party transactions:
- Say‑on‑pay results; clawback; insider trading policy: