Brian J. Glenn

About Brian J. Glenn

Brian J. Glenn (age 45) is an independent Class I Director of IEH, elected in October 2023 to fill a newly created seat; his current term runs through the 2026 annual meeting cycle . He is Chief Investment Officer at Premier Path Wealth Partners, an SEC-registered RIA managing more than $1 billion in assets, and previously founded Olcott Square Investment Partners in 2018 after a decade at W.R. Huff Asset Management; he holds a B.S. in Business Administration (College of New Jersey), an MBA (MIT Sloan), and the CFA designation (member, CFA Society New York) . IEH’s board classifies Glenn as “independent” under Nasdaq Rule 4200(a)(15) (though IEHC trades OTC), and the proxy confirms he is one of six independent directors .

Past Roles

External Roles

Board Governance

• Committee assignments: Audit Committee member; Audit Committee is chaired by Eric C. Hugel (designated Audit Committee Financial Expert) .
• Independence: Board identifies Glenn as independent; he was also designated independent upon appointment in Oct-2023 .
• Board/committee activity FY2025: Board held 6 meetings (five were joint with the Audit Committee); at each joint meeting one director was absent; at the sole board-only meeting all directors were present. Audit Committee held 5 (joint) meetings; Compensation Committee held 3 meetings, and all Compensation Committee members were present .
• Nominating structure: No separate Nominating Committee; the full Board manages director nominations, using criteria regarding integrity, business acumen, commitment, and conflicts .
• Policies: IEH’s insider trading policy prohibits hedging and pledging by personnel; equity grant timing is not coordinated with MNPI or disclosures .

Fixed Compensation

Note: FY2025 non-employee director cash fees varied by director (e.g., some received $17,500), while Glenn’s disclosed total was $15,000; the proxy does not provide an explanatory breakdown (e.g., proration) .

Performance Compensation

• No RSUs/PSUs or other performance-based equity were disclosed for non-employee directors in FY2025; Glenn reported $0 in “Option Awards” during FY2025 .
• Company policy disclosure centers on equity plan terms and timing practices; no director-level performance metric framework (e.g., TSR, revenue, EBITDA) is described for director compensation .

Other Directorships & Interlocks

• The 2025 proxy and Glenn’s appointment 8-K do not disclose any other public company directorships for Glenn; no external public board interlocks are noted .
• Related-party/Item 404: Company states it had no material related-party transactions involving directors or officers except as disclosed; Glenn’s 8-K appointment explicitly states neither he nor immediate family had reportable Item 404(a) transactions at appointment .

Expertise & Qualifications

• Capital markets/investing expertise (public equities, credit, PE), board-level financial oversight via Audit Committee role .
• Education: B.S. in Business Administration (College of New Jersey); MBA (MIT Sloan) .
• Professional credential: CFA charterholder; member, CFA Society New York .

Equity Ownership

Non-Employee Director outstanding option detail:

Governance Assessment

• Positives: Independent status; service on Audit Committee (key for financial oversight), with an Audit Committee Financial Expert on the committee; strong capital markets and CFA credentials; beneficial ownership and vested options support some alignment; insider policy forbids hedging/pledging, which enhances alignment signals .
• Watch items / RED FLAGS:
  • RED FLAG: No separate Nominating Committee; full Board handles nominations—common in small caps but can raise independence/performance concerns around director pipelines and refreshment .
  • RED FLAG: The proxy notes IEH had not held an annual meeting since 2020, with all director terms effectively extended until successors are qualified; the 2025 meeting resumes elections—this meeting cadence gap can weigh on shareholder rights and governance perception .
  • Attendance disclosure is aggregate (not individual); five joint Board/Audit meetings had one director absent each and no director-level attendance percentages are provided, limiting investor visibility into engagement at the individual director level .
• Director pay structure: Predominantly cash retainers/committee fees with modest outstanding options and no new director equity granted in FY2025; no director stock ownership guidelines are discussed in the cited sections, leaving longer-term alignment to individual holdings .

Shareholder feedback context: At the last reported shareholder vote (2020), say‑on‑pay passed (For: 1,413,987; Against: 136,580; Abstain: 1,030) and shareholders recommended annual frequency for future say‑on‑pay votes (Every Year: 1,530,525) .

Appendix: Board Activity and Compensation References

• Committee memberships (FY2025): Audit Committee—Hugel (Chair, Financial Expert), Spiezio, Glenn .
• Director fees policy (post‑3/31/2023): $12,500 annual director fee; $5,000 per‑committee fee; +$2,500 for committee chair, all payable quarterly .
• Glenn FY2025 director compensation: $15,000 in cash; $0 option awards (no new equity); outstanding prior director options as detailed above .
• Independence and related parties: Board identifies Glenn as independent; no Item 404(a) related‑party transactions at appointment; proxy reiterates absence of material related‑party transactions except as disclosed .