Lee T. Schalop
About Lee T. Schalop
Lee T. Schalop, MD, age 61, is an independent director of Lantern Pharma (LTRN) who joined the Board in July 2025; his background spans 19+ years in sell-side and investment banking, an MD from Albert Einstein College of Medicine (2008), and founding/executive roles at Oncoceutics through its $450M sale to Chimerix in 2021 . He holds dual summa cum laude degrees from the University of Pennsylvania (Wharton and the College of Arts & Sciences) and later served as CBO, COO, and CEO of Oncoceutics (2009–2021) before its sale; prior roles include investment banking (1985–1993) and equity research (1993–2004) at Morgan Stanley, J.P. Morgan, Credit Suisse, and Banc of America Securities . The LTRN Board determined all nominees other than the CEO (Panna Sharma) are independent under Nasdaq/SEC rules, which includes Dr. Schalop .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Oncoceutics, Inc. | Co-founder; CBO (2009–2016); COO (2016–2020); CEO (2020–Jan 2021) | 2009–2021 | Led through sale to Chimerix for $450M in Jan 2021 |
| Morgan Stanley; J.P. Morgan; Credit Suisse; Banc of America Securities | Investment Banker (1985–1993); Equity Research Analyst (1993–2004) | 1985–2004 | Capital markets and analytical expertise |
| Albert Einstein College of Medicine | M.D. | Graduated 2008 | Medical training relevant to biotech governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TME Pharma N.V. (Euronext Growth Paris: ALTME) | Supervisory Board Member | Ongoing (as of 2025 proxy) | Current public company directorship outside U.S. |
| Chimerix, Inc. | Board Observer | Until sale to Jazz Pharmaceuticals in April 2025 | Observer role; ceased upon Chimerix transaction closing |
| University of Pennsylvania | Advisory Board, Vagelos Program in Life Sciences & Management | Ongoing | Academic/industry interface role |
Board Governance
- Board size and composition: LTRN expanded the Board to six members in July 2025 and appointed Dr. Schalop to fill the vacancy .
- Independence: The Board determined that, other than the CEO (Mr. Sharma), all nominees are independent under Nasdaq/SEC standards; this includes Dr. Schalop .
- Committee assignments (as of 2025 proxy):
- Audit Committee: Donald J. Keyser (Chair), Vijay Chandru, Maria Maccecchini .
- Compensation Committee: Maria Maccecchini (Chair), Donald J. Keyser .
- Nominating & Corporate Governance Committee: Vijay Chandru (Chair), David S. Silberstein .
- Dr. Schalop is listed as a director nominee without Audit (a), Compensation (b), or Nominating (c) designations, indicating no committee assignment yet as a new appointee .
- Attendance and engagement: In 2024, the Board met 5 times and acted 5 times by unanimous written consent; all directors attended at least 75% of Board and committee meetings, and four directors attended the 2024 annual meeting of stockholders (note: this predates Dr. Schalop’s appointment) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-executive directors) | $46,000 per year | Effective since Nov 1, 2021; continued in 2024 |
| Audit Committee Chair fee | $10,000 per year | Effective since IPO closing |
| Compensation Committee Chair fee | $5,000 per year | Effective since IPO closing |
| Nominating & Corporate Governance Committee Chair fee | $5,000 per year | Effective since IPO closing |
| Meeting fees | Not disclosed | No meeting fees disclosed in proxy |
Note: Dr. Schalop joined in July 2025; 2024 director compensation data reflects other non-executive directors (Keyser, Silberstein, Maccecchini, Chandru) .
Performance Compensation
| Director Equity Practice | 2024 Non-Employee Director Awards | Valuation Assumptions |
|---|---|---|
| Stock options granted to non-executive directors | 2024 option grant fair values: Keyser $16,200; Silberstein $32,150; Maccecchini $16,200; Chandru $32,150 | Black-Scholes: term ~5.52–5.77 yrs; risk-free 4.14%; volatility 88.32%; dividend 0%; grant-date fair value ~$3.19–$3.24 per option share |
Director-specific transactions for Dr. Schalop (Form 3/4):
- Form 3 (initial statement of beneficial ownership) filed July 30, 2025, in connection with appointment to Board .
- Form 4 (Aug 20, 2025 filing; transaction date Aug 19, 2025): Award of 5,000 stock options (right to buy) at $4.46; post-transaction derivative securities owned: 5,000; capacity: director .
Performance metric framework for director equity:
| Metric Area | Status |
|---|---|
| Equity tied to objective performance metrics (e.g., TSR, revenue/EBITDA goals) | Not disclosed for directors; 2024 director equity consisted of option awards with no performance criteria stated |
Other Directorships & Interlocks
| Company | Role | Overlap/Interlocks with LTRN | Notes |
|---|---|---|---|
| TME Pharma N.V. | Supervisory Board | None disclosed | Ex-Europe listing; no LTRN relationship disclosed in proxy |
| Chimerix, Inc. | Board Observer (ended April 2025) | None disclosed | Observer role ended with sale to Jazz; no LTRN connection disclosed in bio |
Expertise & Qualifications
- Capital markets/analytical depth from 19+ years across major Wall Street firms (banking and equity research), relevant for audit/strategy oversight .
- Biotech operating leadership: co-founded Oncoceutics; senior roles culminating in CEO through strategic exit to Chimerix ($450M) .
- Scientific/clinical literacy via M.D. degree; governance exposure via TME Pharma supervisory board; academic advisory experience at UPenn’s LSM program .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Date/Context |
|---|---|---|---|
| Lee T. Schalop | 0 | <1% | As of 2025 proxy beneficial ownership table |
| Derivative securities (Dr. Schalop) | 5,000 options (right to buy) | N/A | Form 4 award dated Aug 19, 2025; post-transaction derivative holdings = 5,000 |
The proxy beneficial ownership table reflects securities beneficially owned (including shares acquirable within 60 days). Dr. Schalop’s Form 4 award occurred after proxy cutoff and may not have been exercisable within 60 days as of the proxy date .
Governance Assessment
- Independence and fresh perspective: Newly appointed in July 2025 and determined independent under Nasdaq/SEC rules, adding capital markets and operating expertise to LTRN’s Board .
- Committees: Not yet assigned to standing committees as of the 2025 proxy; near-term signal will be whether he joins Audit or Comp/NomGov to leverage his finance and operator background .
- Board engagement baseline: In 2024 (pre-appointment), Board met five times; all directors achieved ≥75% attendance and four attended the annual meeting, providing a baseline for expectations of Schalop’s engagement in 2025–2026 .
- Pay structure and alignment: Non-executive directors receive a $46,000 annual retainer with additional chair fees and option grants; Schalop received 5,000 options in Aug 2025, a modest alignment stake to start .
- RED FLAG to monitor – option repricing program: 2025 proxy seeks shareholder approval for a one-time repricing of certain underwater options to $5.04 (125% of 10-day VWAP); directors’ group had 37,005 eligible options (Schalop had none), with a 12-month service requirement for the repriced exercise price to apply—repricing can be controversial with some investors .
- Ownership alignment: As of the 2025 proxy, Schalop reported zero shares beneficially owned (<1%), typical for a new appointee but worth monitoring for progress toward ownership alignment via equity awards or open-market purchases .
Appendix: Committee Composition (as of 2025 Proxy)
| Committee | Members | Chair |
|---|---|---|
| Audit Committee | Donald J. Keyser; Vijay Chandru; Maria Maccecchini | Donald J. Keyser |
| Compensation Committee | Maria Maccecchini; Donald J. Keyser | Maria Maccecchini |
| Nominating & Corporate Governance Committee | Vijay Chandru; David S. Silberstein | Vijay Chandru |
Key Reference Extracts
- Board expansion and appointment of Dr. Schalop; 2024 attendance; meeting participation .
- Independence determinations and committee charters/composition .
- Director compensation structure; 2024 director option grant values and assumptions .
- Beneficial ownership showing Dr. Schalop at 0 shares as of proxy date .
- Option repricing proposal details and eligibility, including directors’ eligible options and repriced exercise price [$5.04] with 12-month service condition .
- Director bio and external roles (TME Pharma; Chimerix Board Observer; UPenn advisory board) .