Dr. Richard Glickman
About Dr. Richard M. Glickman
Independent Chairman of enGene Holdings Inc. (ENGN). Age 67. Appointed to ENGN’s board on April 24, 2023; elected independent Chair on May 14, 2024; standing for re‑election at the 2025 AGM (staggered three‑year term to 2028 if re‑elected) . Education: B.Sc. in Microbiology and Immunology from McGill University. Career credentials include co‑founder/CEO roles (Aurinia; Aspreva), and multiple public‑company chairmanships; recipient of Ernst & Young Entrepreneur of the Year and Canada’s Top 40 under 40 awards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| enGene Inc. | Chair of the Board; Director | Chair since Jan 2015; Director since Oct 2011 | Long-standing governance continuity through private-to-public transition |
| Aurinia Pharma Corp. | Co‑founder; Chairman & CEO | Through 2019 | Led growth as founder-CEO |
| Aspreva Pharmaceuticals | Co‑founder; Chairman & CEO | 2001–2006 | Built and exited specialty pharma platform |
External Roles
| Company | Listing | Current Role | Committees/Impact |
|---|---|---|---|
| Eupraxia Pharmaceuticals Inc. | TSX; Nasdaq | Director | Chair, Compensation Committee; Member, Nominating & Governance Committee |
| ESSA Pharma Inc. | Nasdaq | Founding and current Chairman of the Board | Board leadership and strategy oversight |
Board Governance
- Board leadership: Independent Chair of ENGN since May 14, 2024; separate committee chairs for Audit, Compensation, and Nominating & Corporate Governance (NCG) .
- Committee assignments: Audit Committee member; Chair of Nominating & Corporate Governance (NCG) .
- Independence: Board determined Dr. Glickman is independent under Nasdaq/SEC and NI 52‑110 and meets heightened audit committee independence standards .
- Attendance: In FY2024 the Board held eight meetings; no director attended fewer than 75% of Board and committee meetings on which they served .
- Committee activity in FY2024: Audit (5 meetings), Compensation (5), NCG (3) .
- Executive sessions: Independent directors meet without management as required, typically before/after regular Board meetings .
- Staggered board: ENGN has a classified board; Dr. Glickman’s term expires at the 2025 AGM and, if re‑elected, runs to 2028 .
Fixed Compensation (Director)
| Metric | FY2024 |
|---|---|
| Cash fees paid (Board + committee retainers) | $81,838 |
| Total cash fee policy (reference) | Policy levels: Independent Chair $75,000; Non‑employee director $40,000; Audit member $10,000; NCG Chair $10,000; NCG member $5,000; Compensation member $9,000; Chair differentials as listed |
| Non‑employee director annual cash structure cap | Non‑employee director total (cash + equity grant date value) capped at $500,000; $750,000 in initial year |
Notes: Policy amounts represent standard annual retainers; actual FY2024 cash reflects partial-year and role timing .
Performance Compensation (Director Equity)
| Award Detail | Terms |
|---|---|
| Annual Option Award (June 18, 2024) | 20,000 options; vests 100% on first anniversary; 10‑year term; exercise price = FMV on grant date; grant‑date fair value $126,648 |
| Initial Option Awards (program terms) | Initial director grant = 40,000 options; vests 1/3 annually over 3 years; 10‑year term; exercise price at FMV |
| Annual Grant Program (structure) | After each AGM (if ≥4 months service), 20,000 options; vest in full on first anniversary; 10‑year term; exercise price at FMV |
| Director award limits | Aggregate per‑director annual cap including cash = $500,000; $750,000 in first year |
| Anti‑hedging/pledging | Hedging prohibited; pledging discouraged under Insider Trading Policy |
| Clawback | Nasdaq 5608‑compliant incentive compensation clawback policy adopted Nov 22, 2023 |
Other Directorships & Interlocks
| External Company | Potential Overlap/Conflict | Notes |
|---|---|---|
| Eupraxia Pharmaceuticals Inc. | None disclosed with ENGN | No ENGN related‑party transactions involving Dr. Glickman disclosed |
| ESSA Pharma Inc. | None disclosed with ENGN | None disclosed in ENGN related‑party sections |
Expertise & Qualifications
- Strategic/operational: Founder/CEO experience (Aurinia; Aspreva) with commercialization and M&A exposure .
- Governance: Current ENGN Board Chair; Chair of NCG Committee; Audit Committee member (financial literacy required) .
- Industry: Decades in life sciences across development and corporate leadership; awards for entrepreneurship and leadership .
- Education: B.Sc. Microbiology & Immunology (McGill) .
Equity Ownership (Alignment)
| As-of Date | Common Shares (Direct/Indirect) | Options Exercisable ≤60 Days | Total Beneficial Ownership | % of Outstanding |
|---|---|---|---|---|
| April 25, 2025 | 24,675 | 85,761 | 110,436 | <1% |
Additional detail: As of Oct 31, 2024, he held options to purchase 85,761 shares, of which 65,761 were vested; vesting continued thereafter . No pledging or hedging permitted under company policy; pledging discouraged .
Governance Assessment
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Strengths
- Independent Board Chair with deep sector operating and governance experience; independence affirmed under Nasdaq/SEC and NI 52‑110; meets audit independence standards .
- Active committee leadership (NCG Chair) and membership (Audit), with Board/committee meeting cadence and attendance above 75% threshold in FY2024—supports oversight continuity during ENGN’s scale‑up phase .
- Shareholder‑friendly guardrails: anti‑hedging policy; clawback policy; explicit annual director compensation cap; structured and time‑based director equity vesting .
-
Watch items / potential red flags
- Multiple external board roles (Eupraxia Chair of Comp; ESSA Chair of the Board) increase time commitments; however, no ENGN related‑party transactions disclosed relating to these roles; continue monitoring for future transactions (e.g., clinical collaborations, services) .
- Director cash/equity mix skewed to options (FY2024 option grant‑date fair value $126,648 vs. $81,838 cash), which aligns long‑term but may elevate risk tolerance; nonetheless constrained by director pay caps and standard option terms .
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Overall view
- Profile supports investor confidence: independent Chair, strong governance architecture, active committee leadership, and skin‑in‑the‑game through equity while constrained by caps and clawback/anti‑hedging policies .