Non-Employee Director Compensation Plan
Exhibit 10.4
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| Akcea Therapeutics, Inc. 22 Boston Wharf Road, 9th Floor Boston, MA 02210
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Non-Employee Director Compensation Plan
(As of December 2019)
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Akcea values the contributions made by its Board of directors. In recognition of these valuable contributions, Akcea will provide each non-employee Director1 with the compensation described in this memo.
Cash Compensation
Each non-employee Director will receive cash compensation based on his/her role on the Board and Board committees:
| Role | Cash Compensation |
| Board Member (Base retainer) | $40,000 |
| Chair of the Board (Additional) | $30,000 |
| Committee Chairs (Additional) -Audit -Compensation -Nominating & Gov. -Compliance -Affiliate Transactions -Commercial -Financing
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$18,000 $12,500 $8,000 $12,500 N/A $12,500 $8,000 |
| Committee Member (Additional) -Audit -Compensation -Nominating & Gov. -Compliance -Affiliate Transactions -Commercial -Financing |
$9,000 $6,000 $4,500 $6,000 $8,000 $6,000 $4,500 |
Equity Compensation
Each non-employee Director will receive an initial stock option award upon joining the Board, and will receive an annual stock option award for each year of continued service, as follows:
| Stock Option Award | No. of Shares |
| Initial Stock Option Equity Grant | 53,000 |
| Annual Stock Option Equity Grant | 26,400 |
The exercise price of each option will be the fair market value of Akcea’s common stock on the date of grant.
The options will vest over a four-year period in equal annual installments and be subject to the terms of Akcea’s 2015 Equity Incentive Plan. The vesting of the options will accelerate in the case of a change of control of Akcea, as further described your option agreement and the 2015 Equity Incentive Plan.
Akcea reserves the right to amend this compensation policy at any time.
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| 1 | Employees of Ionis who serve on the Akcea Board are not eligible for compensation as Akcea Board members. |
