Ivan Cheung

About Ivan H. Cheung

Ivan H. Cheung (age 48) joined Lexicon’s board in December 2024 and is an independent director. He is CEO and a director of NextPoint Therapeutics (since Jan 2024) and a senior advisor to TPG Growth (since Sept 2023). He previously spent 18 years at Eisai, culminating as Chairman and CEO of Eisai Inc. (2016–July 2023) and strategic advisor (Aug–Dec 2023). He holds a B.S.E. from Duke University and an M.B.A. from Harvard University .

Past Roles

External Roles

Board Governance

• Classification and independence: Cheung is an “independent” director under Nasdaq rules; the board’s independent majority includes Cheung .
• Committee assignments: Member, Audit Committee (current members: Samuel L. Barker, Ph.D. (chair); Ivan H. Cheung; Diane E. Sullivan). Audit committee independence affirmed; Barker designated “financial expert” (Cheung is not designated as the financial expert) .
• Attendance and engagement: In 2024 the board met 8x; audit 6x; compensation 4x; governance 2x. None of the incumbent directors attended fewer than 75% of meetings during the period served .
• Board leadership: Roles of Chairman (non-executive) and CEO are separated, enhancing oversight .
• Invus influence context: Invus has board and committee designation rights; however, no Invus-designated directors serve on the Audit Committee, reinforcing financial oversight independence .

Fixed Compensation

• Non-employee director cash fees (current policy):
  • Board retainer $50,000; non-executive chair $75,000; Audit Committee member $10,000 (chair $20,000); Compensation Committee member $7,500 (chair $15,000); Governance Committee member $5,000 (chair $10,000) .
• 2024 actual cash paid to Cheung (partial year after Dec 2, 2024 appointment): $4,891 .

Performance Compensation

• 2024 director equity program: Directors may receive stock options and/or RSUs under the 2017 Non-Employee Directors’ Equity Incentive Plan; annual director awards are capped at $500,000 grant-date fair value inclusive of cash fees .
• Cheung’s 2024 equity grants:
  • Stock options: 186,685 options granted 12/2/2024 at $0.8037 exercise price; grant-date fair value $125,344 .
  • RSUs: none granted to Cheung in 2024 .
• Change-in-control treatment (director plan): If awards are not assumed/substituted, vesting accelerates in full; if assumed and the director is not appointed/elected to the acquirer’s board at first meeting post-transaction, vesting accelerates by 18 months .

Other Directorships & Interlocks

• Current public company boards: None disclosed for Cheung (NextPoint is private) .
• Committee roles at other companies: Not disclosed .
• Interlocks/related roles with LXRX suppliers/customers/competitors: None disclosed .

Expertise & Qualifications

• Deep biopharma leadership across development, commercialization, and large-scale U.S. market operations (Eisai). Strategic and operational expertise from Booz Allen consulting. Education includes Duke B.S.E. and Harvard M.B.A. .
• Serves on Lexicon’s Audit Committee, contributing operating and industry perspective; not designated as the audit committee financial expert (Barker holds that designation) .

Equity Ownership

• Beneficial ownership: Cheung reported no common shares beneficially owned and no options/RSUs becoming exercisable/vesting within 60 days of April 3, 2025; percentage ownership <1% .
• Outstanding equity awards: As of year-end 2024, Cheung held 186,685 unexercised options from the Dec 2024 grant (not yet exercisable on 12/31/2024) .
• Hedging/derivatives: Company insider trading policy prohibits directors from engaging in hedging transactions (e.g., prepaid forwards, swaps, collars, exchange funds) and discourages trading options on company stock .

Governance Assessment

• Strengths:

  • Independence and placement on the Audit Committee, with clear separation from Invus designees on audit, support effective oversight of reporting and controls .
  • Extensive pharma operating background (Eisai) and current CEO role bring commercialization and strategy expertise aligned with Lexicon’s needs .
  • Board structure (independent chair) and strong meeting attendance across directors indicate active oversight culture .
  • Director equity plan includes reasonable annual cap and clear CIC provisions; company-wide clawback policy (for executives) and anti-hedging policy apply, reflecting governance hygiene .

• Watch items / potential red flags:

  • Low direct ownership/skin-in-the-game to date (no beneficial ownership reported as of the record date), though an option grant was made upon joining; monitoring future accumulation could indicate alignment trend .
  • Time commitment: concurrent CEO role at NextPoint may constrain bandwidth; however, no related-party transactions or competitive conflicts are disclosed .

Overall signal: Cheung is an independent, audit-committee member with credible big-pharma leadership and strategy experience. Near-term alignment relies primarily on option-based equity granted at appointment; investors may look for increased ownership over time while benefiting from his operating expertise and audit oversight contributions .