William Lewis
About William H. Lewis
William H. Lewis, J.D., M.B.A., age 56, has served as independent Chair and director of NewAmsterdam Pharma Company N.V. (NAMS) since January 2024. He is President, CEO, and Chair of Insmed Incorporated, with over 30 years of executive experience in pharmaceuticals and finance across the U.S. and Europe. He holds a J.D. with Honors and M.B.A. from Case Western Reserve University and a B.A. from Oberlin College, and serves on the Board of Trustees of Case Western and BioNJ. His current NAMS board term expires in 2028 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Insmed Incorporated | President, CEO, Director; Chair of Board | CEO/director since 2012; Chair since Nov 2018 | Led public-company operations and board leadership |
| Aegerion Pharmaceuticals, Inc. | Co-Founder, President, CFO | 2005–2011 | Senior executive roles in commercial-stage biotech |
| Investment Banking (U.S. & Europe) | Banker | ~10 years | Corporate finance experience |
| U.S. Government | Staff role (unspecified) | Prior to industry roles | Public sector experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Insmed Incorporated | President, CEO, Director; Chair | Since 2012 (CEO/director), Chair since 2018 | Nasdaq-listed biopharma; ongoing external commitment |
| Case Western Reserve University | Board of Trustees | Current | Higher-education governance |
| BioNJ | Trustee/member | Current | Industry association governance |
Board Governance
- Independence: The board determined Lewis is independent under Nasdaq Rule 5605(a)(2) (only Davidson, Kastelein, Topper are non-independent) .
- Committees: Member of Audit and Compensation; Chair of Nomination & Corporate Governance .
- Attendance: Board met 4 times in 2024; no director attended fewer than 75% of meetings. Lewis attended the 2024 annual meeting .
- Board role: Serves as Chair; responsibilities include ensuring board process efficacy and access to information .
| Committee | Member | Chair |
|---|---|---|
| Audit | Yes | No |
| Compensation | Yes | No |
| Nomination & Corporate Governance | Yes | Yes |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (standard, non-employee directors) | $43,000 | Policy range for committee fees $5,000–$20,000; equity grants to non-employee directors (except those affiliated with significant shareholders) . |
| 2024 Fees Earned (Lewis) | $105,500 | Cash; reflects retainer plus committee roles . |
| 2024 Option Awards (Lewis) | $555,345 | Grant-date fair value (ASC 718) . |
| 2024 Total (Lewis) | $660,845 | Sum of cash + equity . |
| Outstanding Director Options (Lewis) | 100,000 | Outstanding as of 12/31/2024 . |
- Equity accounted for approximately 84% of Lewis’s 2024 director compensation by grant-date fair value (555,345 of 660,845) .
Performance Compensation
| Performance Metric Tied to Director Pay | Disclosure |
|---|---|
| Performance-based metrics (e.g., TSR, EBITDA, ESG) | Not disclosed for directors; director comp is cash retainer, committee fees, and options . |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Disclosure |
|---|---|---|
| Insmed Incorporated | President, CEO, Director; Chair | No NAMS compensation committee interlocks or insider participation were disclosed for 2024; committee comprised of Lange (Chair), Lewis, McKenna . |
Expertise & Qualifications
- Executive experience leading public biopharma (Insmed CEO and Chair) and prior senior roles (Aegerion) .
- Finance background from ~10 years in investment banking across U.S. and Europe .
- Legal and business education (J.D., M.B.A., B.A.), plus non-profit/industry governance roles (Case Western, BioNJ) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Composition | Pledged |
|---|---|---|---|---|
| William H. Lewis, J.D., M.B.A. | 35,420 | <1% | Options exercisable within 60 days | None pledged by directors per proxy |
- Beneficial ownership percentages are based on 112,170,677 Ordinary Shares outstanding as of April 15, 2025; directors’ pledged shares: none disclosed .
Governance Assessment
- Strengths: Independent director; multi-committee service (Audit, Compensation) and chair of Nomination & Corporate Governance; strong attendance; robust insider-trading, anti-hedging/pledging, and clawback frameworks at NAMS (clawback for executives; hedging/pledging prohibition applies to officers and non-employee directors) .
- Alignment: Significant equity component in director compensation and outstanding options (100,000), with additional near-term exercisable options (35,420), supports shareholder alignment; no pledging of shares .
- Conflicts/Related Party: Proxy outlines related-party transaction review policy; no related-party transactions disclosed involving Lewis; compensation committee interlocks not present in 2024 .
- Engagement: Attended 2024 annual meeting; board met 4 times with ≥75% attendance across directors .
RED FLAGS: None disclosed regarding hedging/pledging, related-party transactions, low attendance, or compensation committee interlocks for 2024 .