Terry Lierman
IGC PharmaAbout Terry Lierman
Terry L. Lierman is an independent Class B director of IGC, appointed on March 12, 2024 and nominated through the 2027 annual meeting; the Board affirmatively determined his independence under NYSE American standards . As of the 2025 proxy, he is 77 years old; his background spans NIH and NCI (chief administrator for drug R&D), Staff Director for the U.S. Senate Appropriations Committee, and Chief of Staff and White House liaison to the U.S. House Majority Leader; he is Co‑Chair of the Board of Advisors at the Institute of Human Virology and on the Board of Visitors at the University of Wisconsin La Follette School of Public Affairs (his alma mater) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Cancer Institute (NCI) | Chief administrator for drug R&D | Not disclosed | Drug development oversight |
| National Institutes of Health (NIH) | Served at NIH (senior administrative roles) | Not disclosed | Federal health research administration |
| U.S. Senate Committee on Appropriations | Staff Director | Not disclosed | Budget oversight; government appropriations |
| U.S. House Majority Leader | Chief of Staff and White House liaison | Not disclosed | Legislative leadership support; inter‑branch liaison |
| NY Life–MainStay Funds | Director/Trustee | 1987–1999 | Fund governance; investment oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Institute of Human Virology (IHV) | Co‑Chair, Board of Advisors | Current | Advisory leadership for diagnostics/therapeutics in viral/immune disorders |
| Univ. of Wisconsin La Follette School of Public Affairs | Board of Visitors member | Current | Advisory role to academic program; alumnus |
Board Governance
- Board structure: three classes; Lierman is Class B with term expiring at the 2027 annual meeting .
- Independence: Board determined Messrs. Prins, Moran, and Lierman are independent under NYSE American listing standards .
- Leadership: Chairman and CEO roles are separated; Richard Prins is Chairman (also Audit and Compensation Committee Chair) .
- Committee assignments: Proxies specify committee chair roles held by Chairman Richard Prins (Audit and Compensation); no chair roles disclosed for Lierman; committee membership for Lierman not specified in available filings .
- Attendance: No board or committee attendance disclosure for Lierman was found in the cited proxies .
Fixed Compensation
- The company states Mr. Lierman’s compensation is consistent with standard non‑employee director compensation; specific cash retainer amounts were not itemized in the appointment 8‑K or proxy excerpts cited .
Performance Compensation
| Grant Date | Award Type | Shares | Exercise/Strike Price | Expiration | Vesting Schedule | Source |
|---|---|---|---|---|---|---|
| Mar 12, 2024 | Stock options | 150,000 | $0.30 | 10 years | 50,000 vest immediately; remaining 100,000 vest in equal installments in 2025 and 2026 |
- Board of Directors Agreement: Executed in connection with his appointment; form filed with the 8‑K .
- No RSU/PSU awards or performance‑metric‑based equity disclosed for Lierman in cited filings .
Other Directorships & Interlocks
| Company/Entity | Role | Public Company? | Period | Notes |
|---|---|---|---|---|
| NY Life–MainStay Funds | Director/Trustee | Yes (fund complex) | 1987–1999 | Past fund governance role; no current interlocks disclosed with IGC competitors/suppliers |
| Institute of Human Virology | Co‑Chair, Board of Advisors | No | Current | Healthcare advisory leadership |
| Univ. of Wisconsin La Follette School | Board of Visitors member | No | Current | Academic advisory role |
- Related‑party/Item 404(a): Company disclosed no related‑party transactions with Lierman at appointment .
Expertise & Qualifications
- Healthcare and biomedical R&D administration (NIH/NCI) and federal appropriations/governance experience; founders’ track record in health‑related organizations (Children’s Research Institute, PanCAN, NOFAS) .
- Capital markets exposure via prior MainStay Funds trusteeship; strong healthcare policy network likely beneficial to Alzheimer’s pipeline governance .
Equity Ownership
| As‑of Date | Beneficial Shares | % of Class | Source |
|---|---|---|---|
| Jun 18, 2024 | 29,000 (rounded; “29” thousand in table) | 0.04% | |
| Jun 20, 2025 | 29,411 | 0.04% | |
| Mar 12, 2024 | 29,411 (Form 3) | n/a |
- Derivatives: Initial option award of 150,000 shares at $0.30 per share as disclosed above; vesting schedule provides increasing exercisability through 2026 .
- Pledging/Hedging: No pledging or hedging disclosures for Lierman found in cited filings .
Insider Filings
| Filing | Date | Key Disclosure | Source |
|---|---|---|---|
| Form 3 (Initial Statement) | Mar 12, 2024 | 29,411 common shares beneficially owned (Direct) | |
| 8‑K (Item 5.02) | Mar 12, 2024 | Appointment; independence; stock option grant terms; no Item 404(a) related‑party transactions |
Governance Assessment
- Independence and conflicts: Independence explicitly affirmed; no related‑party transactions under Item 404(a), which supports investor confidence in board objectivity .
- Committee leadership: Audit and Compensation chair roles held by Chairman Richard Prins; Lierman currently not disclosed as a chair—limits direct compensation policy influence but reduces potential conflicts around self‑compensation .
- Ownership alignment: Beneficial ownership is 0.04% of outstanding shares; alignment is primarily via a 150,000‑share option grant with multi‑year vesting, which ties upside to long‑term performance .
- Attendance/engagement: No attendance metrics disclosed in cited filings; absence of data is a monitoring point ahead of the next proxy .
- RED FLAGS: None identified in cited filings—no related‑party transactions, no pledging disclosed, and option terms are standard for new independent directors .