Business Context and Reporting Period
This Form 8-K Current Report for Alector, Inc. covers events occurring between June 9, 2025, and June 13, 2025. The filing primarily addresses significant changes in executive leadership and the results of the company's 2025 Annual Meeting of Stockholders.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. As a Current Report (Form 8-K), this document focuses on specific corporate events rather than periodic financial performance data.
Material Changes
Executive Leadership Transition
- Resignation: Dr. Marc Grasso resigned as Chief Financial Officer (CFO), effective June 20, 2025, to pursue other opportunities. He served in this role since February 2022.
- Interim Appointment: Neil Berkley, previously Chief Business Officer, was appointed Interim CFO and Principal Financial Officer effective immediately upon Dr. Grasso's resignation.
- Accounting Officer: Grace Wong-Sarad was appointed Vice President, Accounting, serving as the Principal Accounting Officer.
Compensation Arrangements
- Neil Berkley: Base salary of $455,000; eligible for a 40% performance bonus; eligible for a $91,000 retention bonus payable in December 2025.
- Grace Wong-Sarad: Base salary increasing to $363,636 as of June 30, 2025; eligible for a 30% performance bonus; eligible for a $54,545 retention bonus payable in December 2025.
Stockholder Voting Results
At the Annual Meeting held on June 11, 2025, stockholders voted on three proposals:
- Election of Class I Directors:
- Arnon Rosenthal, Ph.D.: 69,140,255 votes For; 876,180 votes Withheld.
- Paula Hammond, Ph.D.: 62,643,296 votes For; 7,373,139 votes Withheld.
- Ratification of Auditors: Ernst & Young LLP was ratified with 88,933,030 votes For and 84,974 votes Against.
- Say-on-Pay: Executive compensation was approved on a non-binding advisory basis with 68,738,538 votes For and 1,141,227 votes Against.
Outlook, Risks, and Contingencies
The filing does not contain updated financial guidance, forward-looking projections, or new risk factors. The primary contingency noted is the transition of financial leadership, with Mr. Berkley and Ms. Wong-Sarad entering into standard indemnification agreements and existing change-in-control/severance agreements.
Investor Verification Checklist
- Verify the effective date of Dr. Grasso's resignation (June 20, 2025) and the interim status of Mr. Berkley's CFO role.
- Review the specific terms of the retention bonuses ($91,000 for Mr. Berkley; $54,545 for Ms. Wong-Sarad) payable in December 2025.
- Confirm the voting percentages for the Class I director nominees, noting the significant number of votes withheld for Dr. Hammond compared to Dr. Rosenthal.
- Check subsequent filings for the appointment of a permanent CFO to replace the interim arrangement.