Barry Simon
ImmunityBioAbout Barry J. Simon
Barry J. Simon, M.D. is a long-tenured director of ImmunityBio (IBRX), serving on the Board since 2007, and is currently Chief Corporate Affairs Officer (since March 2021). He previously served as President and Chief Administrative Officer (2017–2021), President and COO (2015–2016), and President/CEO (2007–2015). Dr. Simon trained clinically in Infectious Diseases (Albert Einstein College of Medicine), Anesthesiology (Mount Sinai), and Internal Medicine (NYU), received his M.D. from SUNY Downstate, and completed corporate programs at London Business School and Tuck/Dartmouth; age 60 with 18 years of board tenure as of the 2025 proxy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ImmunityBio, Inc. | Director | 2007–present | Long-serving insider director |
| ImmunityBio, Inc. | Chief Corporate Affairs Officer | Mar 2021–present | Board nomination tied to ongoing employment per employment agreement |
| ImmunityBio, Inc. | President & Chief Administrative Officer | Jan 2017–Mar 2021 | Senior executive leadership |
| ImmunityBio, Inc. | President & COO | 2015–2016 | Operations leadership |
| ImmunityBio, Inc. | President & CEO | 2007–2015 | Top executive leadership |
| Brink Biologics, Inc. (affiliated with Dr. Soon‑Shiong) | President, CEO & Chairman | Since Mar 2015 | Affiliation with founder’s ecosystem; potential related-party proximity |
| Prior roles: F. Hoffmann‑La Roche; Roche Labs; Connetics; Immunomedics; Immusol; HealthPro BioVentures; NorthSound Capital | VP/Senior/Advisory positions | Various | Broad biopharma/commercial/finance exposure |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Viracta Therapeutics, Inc. (Nasdaq:VIRX) | Director | Jul 2017–Nov 2020; Mar 2021–Dec 2024 | Not a current directorship in 2025 proxy |
| Cue Biopharma, Inc. (Nasdaq:CUE) | Director | 2016–Jun 2021 | Former public company director |
| Brink Biologics, Inc. | President/CEO/Chair | Since Mar 2015 | Company affiliated with Dr. Soon‑Shiong |
Board Governance
| Attribute | Status | Evidence |
|---|---|---|
| Independence | Not independent (company employee) | Committee matrix indicates not independent; board notes five of eight directors are independent (Simon not among them) |
| Committee Assignments | None | Matrix shows no Audit/Comp/NCG/Related Party/Special membership for Simon |
| Attendance | ≥75% | Board held 7 meetings in FY2024; each director attended at least 75% of Board and committee meetings |
| Years of Service | 18 years (as of 2025) | Director since 2007; tenure shown as 18 years |
| Lead Independent Director | Cheryl L. Cohen | Governance environment note; Cohen is Lead Independent Director since Mar 2023 |
| Controlled Company Status | Yes | Governance Committee charter notes ImmunityBio is a “controlled company” under Nasdaq rules |
| Employment-linked Board Seat | Yes | Employment agreement requires nomination while employed; board seat terminates upon employment termination unless otherwise agreed |
Fixed Compensation
| Component | Amount/Policy | Applicability to Simon |
|---|---|---|
| Director cash retainer | Non‑employee director base: $50,000; Lead Independent: $30,000; Committee chair/member: $7,500–$15,000 cash | Not applicable; employees receive no compensation for director service |
| Director equity grants | Non‑employee annual option grant: $400,000 grant-date fair value; initial $300,000; vesting as specified | Not applicable; employees receive no director equity |
| 2025 changes | 2025 Director policy unchanged vs 2024; plan updates via 2025 Equity Plan | Not applicable to Simon’s director pay |
Employees (including Dr. Simon) “receive no compensation for their service as a director” .
Performance Compensation
| Metric Category | Disclosure |
|---|---|
| Director performance metrics | None for directors; non‑employee director awards are time‑vested options |
| Executive performance metrics (Simon as CCAO) | Not disclosed; Simon is not a Named Executive Officer in proxy tables |
Additional policy notes:
- Company maintains an Executive Compensation Clawback Policy (section exists; details not enumerated in retrieved chunks) .
- 2025 Equity Incentive Plan enforces clawback/forfeiture and director annual limits ($750,000; $1,000,000 initial year) .
Other Directorships & Interlocks
| Company | Overlap/Interlock | Implication |
|---|---|---|
| Brink Biologics (affiliated with Dr. Soon‑Shiong) | Simon leads; affiliation to founder’s network | Related-party proximity; monitor transaction approvals via Related Party Transaction Committee |
| Viracta Therapeutics | Former director | No current interlock disclosed |
| Cue Biopharma | Former director | No current interlock disclosed |
Expertise & Qualifications
- Extensive biopharma senior management and commercial launch experience across oncology, virology, ophthalmology, dermatology (e.g., Xeloda, Pegasys, Tamiflu, Boniva, Fuzeon, Valcyt, Accutane) .
- Clinical training in Infectious Diseases, Anesthesiology, Internal Medicine; M.D. SUNY Downstate; corporate programs at London Business School and Tuck/Dartmouth .
- Qualifications cited: medical/scientific knowledge and senior management experience in biopharma .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Barry J. Simon, M.D. | 4,062,783 | * (less than 1%) | Footnote: 3,243,571 shares directly; 819,212 shares via options exercisable within 60 days of Apr 21, 2025 |
Governance Assessment
- Independence risk and board effectiveness: Simon is an employee-director with no committee memberships and a board seat explicitly tied to his employment, reducing independence and raising entrenchment concerns for investors tracking board oversight quality .
- Controlled company dynamics: ImmunityBio’s “controlled company” status places heavier reliance on independent committees for safeguards; Governance Committee is maintained despite exemption, but Simon is not a member of any oversight committee .
- Related-party exposure: Simon’s leadership at Brink Biologics (affiliated with Dr. Soon‑Shiong) and the founder’s extensive related-party arrangements (Cambridge/Nant ecosystem) signal proximity to related-party networks; mitigations include a dedicated Related Party Transaction Committee consisting of independent directors that met eight times in FY2024 .
- Attendance and engagement: Board met 7 times in FY2024; directors met ≥75% attendance threshold, supporting baseline engagement standards, though individual attendance rates are not disclosed .
- Director compensation alignment: As an employee-director, Simon receives no board fees or director equity, preventing layering of director pay on top of executive compensation; however, his executive compensation details are not disclosed in proxy tables (not a NEO), limiting pay-for-performance analysis at the individual level .
RED FLAGS
- Employment-linked board seat (board membership terminates upon employment end) indicating structural dependence and potential conflict with robust independent oversight .
- Affiliation with founder‑controlled entities (Brink Biologics; Cambridge/Nant ecosystem) elevates related‑party proximity risk; ongoing vigilance needed on transaction reviews .
- No committee roles, reducing direct involvement in audit/compensation/governance oversight .
Footnotes and References:
- Committee matrix, independence, age, tenure:
- Biography, education, prior roles, affiliations:
- Board attendance:
- Employee‑director compensation exclusion:
- Director compensation policy and equity program (context for non‑employee directors):
- Controlled company note and committee operations:
- Beneficial ownership table and footnotes:
- Related‑party ecosystem (Cambridge/Nant):