Michael Blaszyk
ImmunityBioAbout Michael D. Blaszyk
Michael D. Blaszyk (age 72) is an independent director of ImmunityBio, Inc. (IBRX) since July 2015, with 9 years of board tenure. He is an audit committee financial expert and brings deep healthcare finance experience, having served as CFO and Chief Corporate Officer of Dignity Health (2000–2015) and CFO of University Hospitals Health System (1997–2000); he holds a B.S. in Life Sciences (Wayne State University) and an MHA (University of Colorado) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dignity Health (Catholic Healthcare West) | Chief Financial Officer and Chief Corporate Officer | Dec 2000 – Dec 2015 | Senior financial leadership at large not-for-profit health system |
| University Hospitals Health System (Cleveland) | Senior Vice President and Chief Financial Officer | 1997 – 2000 | Finance leadership at integrated health system |
| Mercer LLC (William M. Mercer) | Managing Partner, Northeast Region Health Care Provider Consulting | Prior to 1997 | Healthcare provider consulting leadership |
| Boston Medical Center | Executive Vice President | Prior to 1997 | Executive leadership at academic medical center |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Beecken Petty O’Keefe & Company (BPOC) | Operating Partner | Since July 2017 | Private equity/Capital markets experience |
| NantHealth | Director/Manager | Current | Affiliated with Dr. Patrick Soon‑Shiong (IBRX Founder) |
Board Governance
- Committee assignments: Audit Committee Chair; Compensation Committee member; Special Committee Chair .
- Independence: Board determined Blaszyk is independent under SEC/Nasdaq rules .
- Attendance and engagement: Board met 7 times in FY2024; each director attended at least 75% of board and applicable committee meetings; Audit Committee held 5 meetings; Compensation Committee held 6; Special Committee held 0 .
- Audit oversight signal: As Audit Chair, he signed the Audit Committee Report that dismissed EY and engaged Deloitte (Mar 13, 2025); dismissal not due to accounting disagreements .
Fixed Compensation
| Component (2024 policy) | Amount (USD) | Detail |
|---|---|---|
| Base cash retainer | $50,000 | Non-employee director annual base |
| Audit Committee – Chair retainer | $10,000 | Chair fee |
| Audit Committee – Member retainer | $10,000 | Member fee |
| Compensation Committee – Member retainer | $10,000 | Member fee |
| Special Committee – Chair retainer | $15,000 | Chair fee |
| Special Committee – Member retainer | $15,000 | Member fee |
| Total cash fees actually earned (2024) | $110,000 | As reported for Blaszyk |
Performance Compensation
| Equity Award | Grant Date | Number of Options | Exercise Price | Grant Date Fair Value | Vesting |
|---|---|---|---|---|---|
| Annual stock option grant | June 11, 2024 | 77,633 | $5.96 | $400,000 | Vests by earlier of 1 year or day before next annual meeting, subject to service |
No director-specific performance metrics (e.g., revenue/TSR) are tied to non‑employee director equity awards; awards are time‑based under the director program .
Change-in-control terms for director awards: director equity fully vests upon a change in control per 2015 Plan .
Other Directorships & Interlocks
| Entity | Nature | Potential Interlock/Exposure |
|---|---|---|
| NantHealth | Director/Manager | Company affiliated with Dr. Patrick Soon‑Shiong; may create perceived related‑party proximity in a controlled company context |
Expertise & Qualifications
- Audit Committee Financial Expert (SEC definition) and Nasdaq financial sophistication met .
- Extensive healthcare finance and accounting leadership (Dignity Health, University Hospitals; consulting at Mercer) .
- Private equity/operating partner experience at BPOC .
Equity Ownership
| Holder | Direct Shares | Indirect Shares | Exercisable Options | % of Common Stock |
|---|---|---|---|---|
| Michael D. Blaszyk (as of April 21, 2025) | 193,667 | 71,915 | 529,897 | Below 1% (asterisk) |
Outstanding director options (as of Dec 31, 2024): 100,000 @ $6.21; 26,064 @ $14.91; 167,937 @ $2.98; 158,263 @ $2.99; plus 77,633 unvested @ $5.96 .
Pledging/Hedging policy: Company prohibits hedging and pledging without prior Board approval; no pledges disclosed for Blaszyk .
Governance Assessment
-
Positive signals:
- Independent director; Audit Committee Chair and designated audit financial expert—strong board oversight credentials .
- Active committee roles (Audit Chair; Compensation member; Special Committee Chair) indicate central involvement in financial reporting, pay oversight, and merger-related governance .
- Auditor transition overseen by Audit Committee; dismissal of EY expressly not due to disagreements; engagement of Deloitte in 2025 improves continuity of audits .
- Director compensation aligned with long‑term equity via annual options ($400,000 grant fair value), complementing modest cash retainers ($110,000) .
-
Potential conflicts/RED FLAGS to monitor:
- Controlled company: Dr. Patrick Soon‑Shiong and affiliates own 76.19% of common stock, which can limit minority shareholder influence on governance outcomes .
- Extensive related‑party arrangements with Dr. Soon‑Shiong affiliates (e.g., Nant Capital promissory notes; leases), though the board has a dedicated Related Party Transaction Committee; Audit Committee also reviews related‑party policies in consultation with that committee .
- External role as director/manager at NantHealth (an affiliate of Dr. Soon‑Shiong) represents a proximity interlock; continued vigilance on recusal and RPT oversight is warranted .
-
Independence/attendance:
- Board determined Blaszyk independent; each director met at least 75% attendance in FY2024 across board and committee meetings, supporting engagement .
-
Director ownership alignment:
- Holds direct and indirect shares plus significant exercisable options; below 1% ownership given large float; subject to stock ownership guidelines (≥3x base retainer for non‑employee directors), though individual compliance status not disclosed .
Overall, Blaszyk’s financial expertise and central audit oversight roles support board effectiveness in a complex, related‑party environment; interlocks with affiliated entities and controlled company status remain key governance considerations for investor confidence .