Andrew Hull

About Andrew Hull

Andrew Hull (age 62) is an independent director and current Chair of the Board at InMed Pharmaceuticals, serving since September 12, 2016; he holds a Bachelor’s degree in Biology from Kenyon College (1985) and brings 30+ years in pharma alliance management, marketing, and business development, notably at Takeda, Immunex, and Abbott Laboratories . He has been independent (per SEC/Nasdaq/Canadian rules) and has served as Chair since December 2022, with a governance focus on board oversight, agenda-setting, and CEO interface . His beneficial ownership totals 2,873 shares (1,912 directly owned and 961 currently exercisable options), or 0.10% of shares outstanding as of October 22, 2025 .

Past Roles

External Roles

Current public company directorships: none disclosed for Mr. Hull; other INM directors with external public boards are identified (e.g., Lemerond at GeoVax/MediciNova; Klompas at NervGen), but none for Hull .

Board Governance

• Roles and independence: Independent director; Chair of the Board (since Dec 2022). Chair role emphasizes independent oversight, strategic agenda-setting, and separation from CEO responsibilities .
• Committees: Member of Audit, Compensation, and Governance & Nomination; Chair of Governance & Nomination Committee .
• Attendance FY2025: 100% across Board and all committee meetings (Board 9/9; Audit 4/4; Compensation 5/5; Governance & Nomination 4/4) .
• Majority independence and structure: Board separates CEO and Chair; five of six directors are independent; independent Chair (Hull) .
• Executive sessions: Nine in-camera Board sessions; additional in-camera sessions at Audit (4), Compensation (5), Governance (4) during FY2025, supporting independent oversight .
• Majority voting policy and governance policies (Code, insider trading, whistleblower, related party policy) in place; anti-hedging applies to directors .

Committee Assignments and Engagement (FY2025)

Fixed Compensation

• Structure: Effective Oct 1, 2024, non-employee director annual retainer = $50,000 (inclusive of committee fees); Chair of the Board receives additional $10,000; Chair fees: Audit Chair up to $10,000; Compensation Chair up to $5,000; no additional fee for Governance Chair; no meeting fees; expenses reimbursed .
• FY2025 Fees Earned by Andrew Hull: $63,750 in cash fees (includes director retainer and Chair fee) ; plus option grant fair value $1,746; total $65,496 .

Performance Compensation

• Equity philosophy for directors: Annual stock option grants made immediately after the AGM; options price at market close on grant date; vest 100% on the first anniversary or immediately before the next AGM; expire five years after grant .
• FY2025 equity: Option-based award fair value recognized for Hull = $1,746 (grant-date accounting value under ASC 718) .

Option grant timing: Company states no practice of timing equity awards around MNPI; grants are aligned with regular Board/committee schedules .

Other Directorships & Interlocks

Expertise & Qualifications

• Domain expertise: Global alliances, licensing/M&A, strategic product planning, and U.S. commercial leadership (including oversight of a >$3B portfolio at Takeda) .
• Governance: Independent Chair; Chair of Governance & Nomination Committee; active in board evaluation and succession processes .
• Education: B.A. Biology, Kenyon College (1985) .
• Audit financial expert designation: The Audit Committee’s financial expert is Bryan Baldasare (not Hull) .

Equity Ownership

Governance Assessment

• Strengths/signals supporting investor confidence:

  • Independent Chair with 100% attendance and leadership of Governance & Nomination Committee; robust in-camera session cadence across Board/committees enhances independent oversight .
  • Comprehensive governance framework (majority voting, Code, insider trading/anti-hedging, related-party policy), and explicit committee charters; majority independent board and separated Chair/CEO roles .
  • Director pay structure emphasizes fixed retainer (no meeting fees) and annual equity, reducing incentives for unnecessary meetings and aligning long-term interests; governance-focused vesting (one-year) .

• Watch items/red flags to monitor:

  • Ownership alignment is modest (0.10% beneficial), albeit typical for micro-cap biotech directors; continued option grants provide some alignment but absolute share ownership is small .
  • Industry network ties: shared Takeda affiliation with another director (Bathery currently at Takeda; Hull formerly at Takeda). No related-party transactions disclosed, but monitor if any Takeda-related dealings arise .
  • No director stock ownership guidelines disclosed for directors; lack of guidelines may limit formal alignment targets (no guidelines discussed).

• Conflicts/related parties:

  • Company reports no related-party transactions involving directors in the last two fiscal years (other than disclosed legal services tied to a former director’s firm); no indebtedness of directors; no penalties/sanctions disclosures for nominees .

• Compensation committee oversight:

  • Compensation Committee (independent; chaired by Nicole Lemerond; Hull member) met five times; engages independent consultants (AON/Radford analysis used for benchmarking; focused on conservative cash and at-market equity mix for executives) .

Section 16(a) compliance: The company states all director/officer filings were timely for FY2025, reducing regulatory risk optics .