William White

About William White

William White, J.D., M.P.P., age 52, has served as an independent director of Ventyx Biosciences since 2021 and currently serves through the Class II term ending at the 2026 annual meeting. He is Chief Financial Officer, Head of Corporate Development and Treasurer at Akero Therapeutics (since April 2019), and previously held senior healthcare investment banking roles at Deutsche Bank, Citigroup, and Goldman Sachs; he also serves on the board of Disc Medicine (NASDAQ: IRON). He holds an A.B. from Princeton University, an M.P.P. from Harvard University, and a J.D. from Columbia University .

Past Roles

External Roles

Board Governance

• Independence: Determined independent by the Board; one of four independent directors out of six total .
• Committee assignments: Audit Committee Chair; Audit members are White (Chair), Cadoret‑Manier, Hulme. No service on Compensation or Nominating & Governance .
• Audit Committee financial expert: Designated as the audit committee financial expert under Item 407(d) of Regulation S‑K .
• Attendance: In 2024, the Board held six meetings; each director attended at least 75% of Board and applicable committee meetings. Audit (4 meetings), Compensation (4), Nominating & Governance (1) .
• Board leadership: CEO and Chair roles separated; Chair (Dr. Gujrathi) serves as Executive Chairperson .
• Executive sessions: Non‑employee directors meet in executive session periodically, per Nasdaq rules and governance guidelines .

Fixed Compensation

Notes:

• Policy cash components: Non‑Executive Chair $30,000; Audit Chair $15,000; Audit Member $7,500; Compensation Chair $12,000; Member $6,000; Nominating Chair $9,000; Member $5,000 .
• White’s 2024 cash aligns with retainer + Audit Chair fee (no additional member fee when serving as chair) .

Performance Compensation

No performance metrics are attached to director equity; awards are time‑based options rather than PSU/TSR frameworks .

Other Directorships & Interlocks

Expertise & Qualifications

• Financial leadership in life sciences (public‑company CFO) and two decades in healthcare investment banking .
• Audit Committee Financial Expert designation; financial literacy affirmed for all committee members .

Equity Ownership

Hedging/Pledging: Company insider trading policy prohibits short sales, trading in derivatives, hedging, and pledging of company securities by directors and employees . The proxy does not disclose any pledges or hedging activity by Mr. White .

Governance Assessment

• Strengths

  • Independent director; Audit Committee Chair and SEC‑defined audit committee financial expert, supporting robust financial oversight .
  • Attendance met company threshold; audit committee met four times in 2024; governance framework provides for executive sessions of non‑employee directors .
  • Director pay structure emphasizes at‑risk equity via options with FMV strike and 10‑year term; change‑in‑control acceleration is standard for non‑employee directors .

• Monitoring points

  • Time commitments: Concurrent role as CFO at Akero Therapeutics while serving as Ventyx Audit Chair; Board has nevertheless determined independence under Nasdaq rules .
  • Equity alignment is predominantly via options; no director stock ownership guideline is disclosed in the proxy (not addressed) .

• Conflicts/Related‑Party

  • No related‑party transactions involving Mr. White are disclosed; the audit committee reviews related‑party transactions under a formal policy .

Director Compensation (2024 detail)

Board & Committee Activity (2024)