Perry Sternberg
About Perry J. Sternberg
Perry J. Sternberg (age 56) has served on Harrow’s Board since March 2022 and is the Lead Independent Director (appointed November 2023). He brings 25+ years of biotech/pharma commercialization leadership, currently serving as CEO of Sydnexis (since 2024); prior roles include CEO of Corium (2019–2024), Executive VP/Head of U.S. Commercial for multiple Shire business units, and leadership positions at Bausch & Lomb, Novartis Ophthalmics/Pharmaceuticals, and Merck; he holds a B.S. in Animal Bioscience from Penn State (1990) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Corium, Inc. | President & CEO | 2019–2024 | Led commercialization of CNS therapies; broad revenue-driving remit |
| Shire plc | EVP & Head of U.S. Commercial (ophthalmology + six other business units); CCO & Global Head, CNS | 2013–2019 | Oversaw businesses aggregating >$8B annual revenue during tenure |
| Bausch & Lomb | VP & General Manager, U.S. & Canada Pharmaceuticals | n/a | Regional P&L leadership |
| Novartis Ophthalmics/Novartis Pharmaceuticals | Various leadership roles | n/a | Ophthalmic commercial leadership |
| Merck & Co., Inc. | Various roles | n/a | Broad pharma commercial experience |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Surface Ophthalmics, Inc. | Director | Private | Current board member of a company in which Harrow holds equity (see Interlocks) |
Board Governance
- Independence: The Board determined Sternberg is independent under Nasdaq rules; Harrow’s four-member Board has three independent directors (Graves, Silvernail, Sternberg) .
- Role: Lead Independent Director with responsibilities including setting agendas with the Chair, presiding over executive sessions of independent directors, facilitating conflict management/recusals, and serving as liaison between independent directors and management .
- Committees and 2024 activity:
- Audit Committee (member; Audit met 6 times in 2024) .
- Compensation Committee (member; met 4 times in 2024) .
- Nominating & Corporate Governance Committee (member; met 5 times in 2024) .
- Attendance: In 2024, each director attended 100% of Board and applicable committee meetings; all current directors attended the 2024 annual meeting .
- Board size/changes: Board reduced from five to four following director resignation on Jan 17, 2025; Sternberg remains a nominee and current director .
Fixed Compensation (Director)
| Component (2024) | Amount |
|---|---|
| Board annual retainer (non-employee director) | $50,000 |
| Lead Independent Director retainer | $30,000 |
| Audit Committee member fee | $10,000 |
| Compensation Committee member fee | $7,500 |
| Nominating & Corporate Governance Committee member fee | $5,000 |
| Total cash fees actually paid (2024) | $102,500 |
Notes: Non-employee directors are reimbursed for reasonable meeting expenses .
Performance Compensation (Director Equity)
| Grant/Balance | Shares / Value | Vesting/Settlement |
|---|---|---|
| 2024 annual RSU award (Sternberg) | $150,000 grant-date fair value; 8,347 RSUs | Vests in equal quarterly installments over one year; share delivery is deferred until service terminates |
| Aggregate RSUs held at year-end (Sternberg) | 29,214 | Includes shares that have vested but are deferred until service termination |
Other Directorships & Interlocks
| Entity | Relationship | Interlock / Related-Party Details |
|---|---|---|
| Surface Ophthalmics, Inc. | Sternberg is a director | Harrow owns 3,500,000 Surface common shares and accounts for the investment under the equity method; net carrying value was $0 as of Dec 31, 2024 (after equity-method losses). Audit Committee oversees related-party transactions; Sternberg sits on Audit, and the Lead Independent Director role includes managing conflicts/recusals . |
Expertise & Qualifications
- Deep ophthalmology and broader biotech commercial leadership; direct responsibility for >20 product launches across therapeutic areas .
- CEO experience (Sydnexis, Corium) and large-scale U.S. commercial leadership at Shire (businesses aggregating >$8B in revenue during tenure) .
- Education: B.S., Animal Bioscience, Penn State University (1990) .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (Sternberg) | 29,214 shares; less than 1% of outstanding |
| Shares outstanding at record date (for context) | 36,685,171 (as of April 21, 2025) |
| Treatment of deferred RSUs | Beneficial ownership includes shares issuable upon discontinuation of service (deferred RSUs) |
| Hedging/pledging policy | Hedging discouraged and subject to pre-approval; directors/officers prohibited from holding Harrow securities in margin accounts or pledging as collateral |
Governance Assessment
- Strengths
- Lead Independent Director with defined authority over executive sessions, agendas, and conflict management; promotes independent oversight .
- Independent status; broad committee engagement across Audit, Compensation, and N&CG .
- 100% attendance at Board and committee meetings in 2024, signaling strong engagement .
- Director pay structure mixes fixed cash retainers with time-vested RSUs; equity is settled upon departure, supporting long-horizon alignment .
- Risks/Watch Items
- Related-party interlock: Sternberg serves on the board of Surface while Harrow maintains an equity investment (carrying value $0), creating a potential conflict; Audit Committee oversees RPTs, and the LID role provides a mechanism for recusal and conflict management. Highlight as a standing diligence item. RED FLAG: Related-party ties require ongoing monitoring and documented recusals on Audit/N&CG as appropriate .
- Multi-committee workload: Member of all three committees; appropriate given board size but raises dependence on robust scheduling/executive sessions; mitigated by full attendance .
Appendix: Committee Assignments and 2024 Activity
| Committee | Role | 2024 Meetings |
|---|---|---|
| Audit | Member | 6 |
| Compensation | Member | 4 |
| Nominating & Corporate Governance | Member | 5 |
Director Compensation Mix (2024)
| Component | Amount |
|---|---|
| Cash fees (see Fixed Compensation) | $102,500 |
| Equity (RSUs; grant-date fair value) | $150,000 |
| Total | $252,500 |