Neil Klompas
InMed PharmaceuticalsAbout Neil Klompas
Neil Klompas (age 53) is an independent director appointed to InMed Pharmaceuticals’ board effective October 9, 2025. He is a CPA, CA with over 30 years in healthcare/biotechnology across operational, financial and R&D roles; education includes a Bachelor of Science from the University of British Columbia. His prior roles include President & COO, COO, CFO/EVP Business Operations, and CFO/Corporate Secretary at Zymeworks, and earlier experience at KPMG; he currently serves as CEO of Augurex Lifesciences and director at NervGen Pharma and HTuO Biosciences. His initial board term runs until immediately before the December 17, 2025 Annual General and Special Meeting; he executed the company’s standard indemnification agreement upon appointment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zymeworks Inc. (NASDAQ: ZYME) | President & COO | Aug 2022 – Jun 2023 | Led scaling and strategy; capital markets experience including 2017 NYSE IPO |
| Zymeworks Inc. | COO | Feb 2022 – Aug 2022 | Operational leadership across biotherapeutics |
| Zymeworks Inc. | CFO & EVP, Business Operations | Sep 2019 – Feb 2022 | Finance and operations oversight |
| Zymeworks Inc. | CFO & Corporate Secretary | Mar 2007 – Sep 2019 | Built finance function; governance responsibilities |
| KPMG (Canada & U.S.) | Advisory (transactions/financial engagements) | Prior to 2007 (not specified) | Pharma/biotech/med-dev transactions expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Augurex Lifesciences Inc. (private) | President, CEO & Director | Jul 2024 – present | Autoimmune diagnostics; private company |
| NervGen Pharma (TSXV: NGEN; OTCQB: NGENF) | Director | Jun 2024 – present | Public issuer; disclosed as other reporting issuer |
| HTuO Biosciences | Director | Jun 2024 – present | Private company board |
| Ovensa Inc. | Former Board Chair | Prior (not dated) | Prior advisory/board role |
| Liminal Biotherapeutics | Former Director | Prior (not dated) | Prior advisory/board role |
Board Governance
- Independence: The board is majority independent (5 of 6). Klompas is designated as an independent director .
- Committee membership: At appointment, committee assignments were not determined (“may be appointed to one or more committees”). As of the FY2025 proxy, footnote markers show Klompas listed only as independent without committee codes (Audit=4, Compensation=5, Governance=6), indicating no standing committee assignments yet prior to the AGM reconstitution .
- Current committee chairs and composition (FY2025): Audit Committee—Baldasare (Chair), Hull, Lemerond; Compensation Committee—Lemerond (Chair); Governance & Nomination—Hull (Chair). All current committee members are independent; Baldasare not standing for re-election, implying potential post-AGM changes .
- Attendance and engagement (FY2025): Board met 9 times; audit 4; compensation 5; governance 4. Independent-only “in camera” sessions occurred frequently (Board: 9; Audit: 4; Compensation: 5; Governance: 4). Klompas was appointed after FY2025 and has no attendance entries for that fiscal year .
- Chair role: Andrew Hull serves as independent Chair with defined responsibilities; executive sessions are held to promote candid discussion among independent directors .
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $50,000 | Effective October 1, 2024; inclusive of committee participation fees; paid quarterly in arrears |
| Chair of the Board additional retainer | $10,000 | Paid annually |
| Committee Chair fees | Audit Chair: up to $10,000; Compensation Chair: up to $5,000 | No fees for Governance & Nomination Chair |
| Meeting fees/per diems | None | Travel expenses reimbursed |
| Indemnification | Standard director indemnification agreement executed | Executed upon appointment |
Illustrative FY2025 director fees (excluding Klompas, appointed post-FY): Hull $63,750; Baldasare $57,500; Lemerond $53,750; Grove $30,694 (partial year) .
Performance Compensation
| Equity Vehicle | Grant Timing | Pricing/Vesting | Term | Notes |
|---|---|---|---|---|
| Stock options (directors) | Each year immediately after director election at AGM | Strike priced at close on AGM date; vest 100% on 1-year anniversary or immediately prior to next AGM | 5 years | Options align director interests with long-term shareholder value |
- FY2025 option grant accounting fair value (illustrative): $1,746 per non-management director reported under ASC 718 for the annual grant (Hull, Baldasare, Lemerond, Grove) .
- No RSUs/PSUs, bonus targets, or performance metrics are disclosed for directors; equity awards for directors are entirely time-based options per policy .
Other Directorships & Interlocks
| Director | Other Reporting Issuer Directorships | Potential Interlocks/Conflicts |
|---|---|---|
| Neil Klompas | NervGen Pharma (TSXV: NGEN; OTCQB: NGENF) | No related-party transactions with InMed; no family relationships; appointment had no selection arrangements |
| Notes | For other InMed directors, only Lemerond holds public company directorships (GeoVax, MediciNova); Klompas’ roles at Augurex and HTuO are private | Majority independent board reduces interlock risk |
Expertise & Qualifications
- Credentials: CPA, CA; B.Sc., University of British Columbia .
- Domain experience: 30+ years across finance, operations, R&D in biotech; capital markets and M&A experience; led 2017 Zymeworks NYSE IPO .
- Board-relevant skill: Deep financing and operational expertise; complements InMed’s clinical pipeline oversight .
Equity Ownership
| Holder | Beneficial Shares | Composition | % Outstanding | Notes |
|---|---|---|---|---|
| Neil Klompas | 196 | Presently exercisable options; no direct common shares disclosed in nominee table (“Nil”) | 0.01% | Percent based on 2,804,186 shares outstanding at Oct 22, 2025; beneficial ownership table methodology includes options exercisable within 60 days |
- Ownership guidelines: Directors and executives are encouraged to increase ownership; no formal director ownership multiple disclosed. Hedging/speculation prohibited (no short sales, puts, or selling calls; anti-hedging policy bars instruments that offset declines) .
- Pledging: No pledging policy disclosure found; not referenced in proxy materials .
Governance Assessment
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Strengths:
- Independent appointment with no related-party ties; standard indemnification and clear compensation policy .
- Board majority independence and frequent in camera sessions support effective oversight; independent Chair .
- Klompas brings high-value finance/operations experience and capital markets familiarity to a small-cap biotech board .
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Watch items:
- Ownership alignment: currently low beneficial stake (0.01%, 196 options). Expect annual option grant post-AGM to increase alignment; absence of formal stock ownership guidelines for directors reduces enforced alignment .
- Committee impact: No standing committee assignments yet; effectiveness signal will improve with formal committee placement (e.g., Audit or Compensation) after AGM reconstitution .
- Compensation mix: Director cash retainer was raised and consolidated (to $50k inclusive of committee membership), with relatively modest annual option fair values historically; monitor for balance of at-risk equity vs guaranteed cash over time .
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Red flags:
- None disclosed regarding related-party transactions, family relationships, or hedging/speculation violations .
- No legal proceedings or investigations cited; no meeting fee practices that could incentivize excessive sessions .
Overall, Klompas’ addition enhances financial rigor and scaling know-how; post-AGM committee placement and a standard annual option grant will be key signals for governance effectiveness and alignment at INM .