Glynn Wilson
About Glynn Wilson
Independent director (Class I) at Cadrenal Therapeutics (CVKD) since January 2023; age 78 as of the 2025 proxy. Ph.D. in Biochemistry, former Rockefeller University faculty; recognized leader in drug delivery with senior R&D roles at Ciba‑Geigy and SmithKline Beecham. Currently Chair of the Nominating & Corporate Governance Committee and member of the Audit Committee; the Board has determined he is independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rockefeller University | Faculty member (lab of Nobel Laureates Sanford Moore & William Stein) | 1974–1979 | Academic research credentials |
| Ciba‑Geigy Pharmaceuticals | Research Area Head, Cell & Molecular Biology in Advanced Drug Delivery | 1984–1989 | Led drug delivery research |
| SmithKline Beecham | Worldwide Head of Drug Delivery | 1989–1994 | Global leadership in drug delivery |
| Tacora Corporation | Chief Scientific Officer | 1994–1997 | CSO responsibilities |
| Access Pharmaceuticals | Vice President, R&D | 1997–1998 | R&D leadership |
| Auriga Laboratories | President; then Chief Scientific Officer | Jun 1, 2005–Mar 13, 2006; Mar 13, 2006–Aug 25, 2006 | Executive and scientific leadership |
| TapImmune, Inc. | Director; Chief Executive Officer | Director Feb 2005–Oct 2018; CEO Jul 2009–Sep 2017 | Public company leadership experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Caring Brands, Inc. | Chief Executive Officer & Director | Current (as of 2025 proxy) | Current operating role |
| Jupiter Wellness, Inc. | Director (since Nov 2018), Chairman (since Oct 2019), Chief Scientific Officer (since Apr 2021); Head of R&D (Oct 2019–Jul 2021) | 2018–present (various roles) | Multiple senior roles at Jupiter Wellness |
Board Governance
- Independence: Board determined Wilson is independent under Nasdaq and SEC rules; other independent directors are John R. Murphy and Steven Zelenkofske .
- Committee assignments: Chair—Nominating & Corporate Governance; Member—Audit. Not a member of Compensation Committee in 2025 .
- Board and committee activity (FY 2024): Board met 5 times; Audit 5; Compensation 6; Nominating & Corporate Governance 3. All incumbent directors attended ≥75% of meetings .
- Board leadership: CEO also serves as Chairman; no Lead Independent Director .
- Policies: Code of Conduct and Insider Trading policy prohibit hedging and pledging of company stock (short sales, derivatives, collars) .
- Related-party oversight: Audit Committee reviews and approves Item 404 related party transactions; none above disclosure thresholds since Jan 1, 2023 (other than compensation arrangements) .
Fixed Compensation
Director cash retainers and chair fees (FY 2023–2024):
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Annual cash retainer ($) | $35,000 | $35,000 |
| Committee chair fees ($) | Audit Chair $15,000 (policy; Wilson not Audit Chair); Nominating Chair fee begins FY 2024 | Nominating Chair $10,000 (Wilson), resulting in $45,000 cash total |
| Fees earned or paid in cash ($) | $35,000 (Wilson) | $45,000 (Wilson) |
Notes:
- FY 2024 chair fees schedule: Audit Chair $25,000; Compensation Chair $10,000; Nominating & Corporate Governance Chair $10,000 .
- YoY change: Wilson’s cash compensation rose from $35,000 (FY 2023) to $45,000 (FY 2024) due to chair role .
Performance Compensation
Equity awards and structure (directors, FY 2023–2024):
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Stock awards ($) | $0 (Wilson) | $0 (Wilson) |
| Option awards ($) | $0 (Wilson) | $44,313 (Wilson) |
| Performance metrics tied to director pay | Not disclosed |
Notes:
- Company indicates directors may receive additional stock options from time to time; no specific performance metrics disclosed for director compensation .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Committee Roles |
|---|---|---|---|
| Jupiter Wellness, Inc. | Corporate | Director (since Nov 2018), Chairman (since Oct 2019), Chief Scientific Officer (since Apr 2021); prior Head of R&D | Not disclosed |
| Caring Brands, Inc. | Corporate | Chief Executive Officer & Director | Not disclosed |
Interlocks/conflicts:
- No related-party transactions with Wilson reported above Item 404 thresholds since Jan 1, 2023 .
Expertise & Qualifications
- Ph.D. in Biochemistry; extensive drug delivery leadership at Ciba‑Geigy and SmithKline Beecham; recognized for taking products and technologies from concept to commercialization .
- Senior executive experience (CEO, CSO) across biotech companies; academic pedigree at Rockefeller University .
Equity Ownership
Beneficial ownership as of July 28, 2025:
| Holder | Common Shares | Options Exercisable within 60 days | Total Beneficial Ownership | Ownership % |
|---|---|---|---|---|
| Glynn Wilson, Ph.D. | 3,333 | 7,638 | 10,971 | <1% |
Additional details:
- Options outstanding at 12/31/2024 (director table): 8,000 shares subject to options (Wilson) .
- Anti‑hedging/anti‑pledging policy prohibits hedging and pledging company stock for directors .
Governance Assessment
- Strengths: Independent director with deep scientific and commercialization experience; chairs Nominating & Corporate Governance and serves on Audit, supporting board process and oversight .
- Alignment: Holds equity via options and common shares; anti‑hedging/pledging policy enhances alignment by limiting risk‑reducing strategies .
- Concerns/RED FLAGS:
- No Lead Independent Director despite combined CEO/Chairman role, which may weaken independent oversight .
- Limited disclosure of any performance-based criteria for director equity awards; equity awards appear time-based with no stated metrics, reducing pay-for-performance linkage for directors .
- Equity plan “evergreen” and potential dilution at company level (not director‑specific), relevant context for governance and investor confidence .
Attendance and engagement:
- FY 2024: All incumbent directors attended ≥75% of meetings; Board met 5 times, Audit 5, Compensation 6, Nominating & Corporate Governance 3 .
Related-party exposure:
- No related-party transactions involving directors (including Wilson) above SEC thresholds since Jan 1, 2023; policy requires Audit Committee review of any such transactions .