Bimal Shah
About Bimal Shah
Bimal Shah (age 48) has served as an independent director of Anebulo Pharmaceuticals since October 2023. He is currently a Managing Director at Locust Walk and previously held senior finance and strategy roles at Corium LLC (CFO, Aug 2022–Dec 2023) and Sumitovant Biopharma (SVP, Jan 2021–Aug 2022), with earlier business development and finance roles at Spectrum Pharmaceuticals and Genentech; he also worked in investment banking/private equity at Goldman Sachs, J.P. Morgan, and Warburg Pincus. Shah holds an MBA, MA in International Policy Studies, and BA in Economics from Stanford University and is designated by Anebulo’s Board as an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Locust Walk | Managing Director | Current | Life sciences investment banking advisory |
| Corium LLC | Chief Financial Officer | Aug 2022–Dec 2023 | Led finance at commercial-stage biopharma |
| Sumitovant Biopharma | SVP, Corporate Finance & Strategy | Jan 2021–Aug 2022 | Finance/strategy at Sumitomo subsidiary |
| Spectrum Pharmaceuticals | VP, Corporate & BD; VP, Finance & BD | Jun 2010–Jun 2013; Jun 2013–Jan 2021 | BD/finance leadership |
| Genentech (Roche) | Business/finance roles | Not disclosed | Biopharma finance/commercial exposure |
| Goldman Sachs; J.P. Morgan; Warburg Pincus | Finance/PE roles | Not disclosed | Executed financings, investments, M&A, alliances |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Locust Walk | Managing Director | Global investment bank serving life sciences |
| Other public company boards | — | No other public company directorships disclosed in ANEB proxy |
Board Governance
- Independence: Board determined Shah is independent under Nasdaq standards; all directors except CEO Richard Cunningham, Aron English (22NW), and Nathaniel Calloway are independent .
- Committee assignments and chair roles:
- Audit Committee: Chair (members: Shah, Jason Aryeh, Kenneth Lin); four meetings in fiscal year; all members independent; Shah designated “audit committee financial expert” .
- Compensation Committee: Member (current members: Chair Areta Kupchyk, Kenneth Lin, Bimal Shah) .
- Nominating & Corporate Governance: Not a member (current members: Chair Jason Aryeh, Areta Kupchyk) .
- Special Investment Committee: Member (with Richard Cunningham and Jason Aryeh) for financing decisions including Dec 23, 2024 private placement .
- Attendance: Board met 4 times in the last fiscal year; each Board member attended at least 75% of board/committee meetings; Chair, CEO, and Audit Committee Chair attended last year’s annual meeting .
- Board leadership: Independent Chair (Joseph Lawler); Board actively pursuing declassification to annual elections .
Fixed Compensation
| Element | Fiscal Year | Amount | Notes |
|---|---|---|---|
| Fees Earned (Cash) | FY 2024 | $8,101 | Director cash fees |
| Total Option Awards (Grant-date fair value) | FY 2024 | $116,430 | Equity compensation under 2020 Plan |
| Total Compensation | FY 2024 | $124,531 | Sum of cash + option award values |
| Non-Employee Director Cash Policy | Current | Annual cash retainer: $1,000; Additional $10,000 for Board Chair and for each Committee Chair | Board retained existing cash policy; did not adopt proposed cash increases |
- Cash policy remained intentionally lean to conserve cash; the Board augmented equity grants instead of raising cash retainers after finding director pay below market .
Performance Compensation
| Equity Award (Director) | Grant Timing | Shares | Vesting | Notes |
|---|---|---|---|---|
| Catch-up grant for 2023 awards | Jun 13, 2024 | 25,000 | Per director policy; time-based | Issued to non-employee directors; Mr. Shah received 25,000 options |
| Pro-rated 2024 grant | 2024 | 16,667 | Time-based monthly | Issued to non-employee directors (Shah not included in pro-rate set except for separate 25,000 grant) |
| Annual grant (aggregate) at 2025 meeting | Apr 4, 2025 | 6,618 (Shah’s allocation from 38,385 total) | Time-based | Allocation by board/committee roles |
| Re-election grant (policy term) | On re-election | 25,000 | Vests by earlier of 1 year or next annual meeting; time-based monthly | Non-employee director policy |
- Director equity policy terms:
- Initial appointment grant: 50,000 options, vest pro rata monthly over 3 years (policy term; not specifically disclosed as awarded to Shah) .
- Annual re-election grant: 25,000 options, vest by earlier of one year or next annual meeting .
- Performance metrics: No performance-based metrics disclosed for director compensation; grants are time-based per policy .
Other Directorships & Interlocks
| Company | Role | Committee roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed for Shah in ANEB’s proxy |
Expertise & Qualifications
- Designated “audit committee financial expert” based on formal education and CFO/finance leadership experience .
- Extensive biopharma finance and BD background (Corium CFO; Sumitovant SVP; Spectrum; Genentech) and capital markets experience (Goldman Sachs, J.P. Morgan, Warburg Pincus) .
- Stanford University: MBA, MA in International Policy Studies, BA in Economics .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % of Total | Notes |
|---|---|---|---|
| Bimal Shah | 33,929 | <1% | Includes options exercisable within 60 days |
| Options outstanding (as of Jun 30, 2024) | 71,073 | — | Director options subject to vesting |
- Hedging/pledging: Company insider trading policy prohibits short sales, options, hedging transactions, margin accounts, and pledging for directors and employees .
Governance Assessment
-
Positives:
- Independent director chairing Audit Committee, with “financial expert” designation; direct oversight of financial reporting, internal controls, cybersecurity, and related-party transactions .
- Active committee engagement (Audit Chair; Compensation member) and member of Special Investment Committee formed for financing decisions—signals high involvement in capital allocation oversight .
- Attendance thresholds met; audit chair attended last annual meeting; governance structure moving toward annual elections, improving accountability .
-
Risks/considerations:
- Controlled company dynamics: Following the Dec 2024 private placement and removal of lock-up restrictions, Aron English beneficially controls ~51% voting power; this can concentrate decision-making and increase conflict potential at the board level (not Shah-specific) .
- Related-party exposure to large shareholders (22NW; JFL): Audit Committee (chaired by Shah) must continue robust review of related-party financing (2024 Private Placement; Loan Agreement with 22NW/JFL) to safeguard minority shareholders .
- Pay structure relies heavily on options rather than cash; while cash conservation is appropriate for a small-cap biotech, board equity grants and allocations should be monitored for dilution and alignment, particularly under controlled-company exemptions .
RED FLAGS (none specific to Shah disclosed): No related-party transactions or pledging/hedging disclosed for Shah; Section 16 compliance issues noted for English, not Shah .