Julie Garlikov
NovaBay PharmaceuticalsAbout Julie Garlikov
Julie Garlikov (age 54) is an independent Class II director at NovaBay (NBY) since January 2022. She is Vice President of Global Marketing at CareDx and previously held senior commercial roles at Sherlock Biosciences (Chief Commercial Officer, 2022–2024) and GRAIL (VP Marketing, 2020–2022). She holds a BA from UC Berkeley and an MBA from Columbia University . The Board has affirmatively determined she meets NYSE American independence requirements .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sherlock Biosciences | Chief Commercial Officer | 2022–2024 | Led commercial organization |
| GRAIL, LLC | Vice President of Marketing | 2020–2022 | Growth marketing in early cancer detection |
| Rodan & Fields; Obagi Medical; Nuvesse Skin Therapies; Allergan | Senior marketing positions | Not disclosed | Consumer health/beauty and eyecare expertise |
| Procter & Gamble; Johnson & Johnson; PepsiCo | Sales/marketing (classical CPG training) | Not disclosed | Foundational consumer marketing skills |
| NovaBay Board | Independent Director | Jan 2022–present | Guided DERMAdoctor and Avenova divestitures |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| CareDx | Vice President of Global Marketing | Current | Precision medicine solutions company; executive role (not disclosed as director) |
| Other public company boards | — | — | None disclosed in NBY’s proxy for Ms. Garlikov |
Board Governance
- Independence: Board determined Ms. Garlikov is independent under NYSE American standards .
- Committees: Not currently serving on Audit, Compensation, Nominating & Corporate Governance (N&CG), or Special Transaction Committee .
- Attendance: In 2024, no director attended fewer than 75% of aggregate Board/committee meetings; Board held 8 meetings; Audit 4; Compensation 1; N&CG 1 .
- Board turnover and conditional resignation: Ms. Garlikov entered into a Release Agreement to resign upon the “Resignation Event” (Conversion Approval, Final Closing, additional nominees seated, Special Dividend paid, and shareholder approval of Proposal Seven), with equity consideration payable at resignation if approved .
Fixed Compensation
| Year | Cash Retainer ($) | Committee Fees ($) | Chair Fees ($) | Meeting Fees ($) | RSUs (#) | RSUs Grant Date | RSUs Fair Value ($) | Total ($) |
|---|---|---|---|---|---|---|---|---|
| 2024 | 40,000 | 0 (no committee roles) | 0 | 0 (not disclosed) | 858 | Granted at Annual Meeting; vests 1 year from grant | 4,234 | 44,234 |
Notes:
- 2024 Non-Employee Director Compensation Program: Member of Board receives $40,000 cash plus 858 RSUs, granted at the Annual Meeting and vesting on the one-year anniversary .
- Chair/committee fee schedule disclosed (not applicable to Ms. Garlikov given no assignments) .
Performance Compensation
| Component | Performance Metrics | Measurement Window | Outcome |
|---|---|---|---|
| Director equity awards (RSUs) | None disclosed; time-based vesting only | Annual grant; vest after one year | RSU grant per program; no performance targets |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential Interlock with NBY |
|---|---|---|---|
| None disclosed | — | — | No interlocks disclosed in proxy for Ms. Garlikov |
Expertise & Qualifications
- Over 25 years in consumer marketing with deep health, beauty, and eyecare domain knowledge; strong direct-to-consumer and digital demand generation background .
- Led NovaBay through DERMAdoctor and Avenova asset divestitures during strategic restructuring .
- Education: BA UC Berkeley; MBA Columbia University .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Unvested RSUs (12/31/2024) | Stock Options (vested) | Pledged Shares |
|---|---|---|---|---|---|
| Julie Garlikov | 908 | <1% | 858 | 0 (not listed among directors with vested options) | None; proxy notes no pledged shares for listed holders |
Additional governance policy:
- Insider Trading Policy prohibits short sales, margin accounts, pledging, and hedging by directors/officers/employees .
Insider Trades (Form 4)
| Date Range | Person | Findings |
|---|---|---|
| 2024-11-01 to 2025-11-20 | Julie Garlikov | No Form 4 insider transactions found via insider-trades skill run on 2025-11-20 (filing date filter). |
Governance Assessment
- Board effectiveness: Independent status and executive session practices support oversight; however, absence from core committees (Audit/Comp/N&CG) limits direct committee-level influence .
- Alignment and incentives: Standard director pay mix (cash retainer + time-based RSUs) aligns modestly; beneficial ownership is de minimis (<1%); no pledging observed .
- Transition/turnover signal: The Release Agreement and proposed $40,000 restricted stock equity consideration (outside equity plans, subject to shareholder approval) for resigning non-employee directors is a notable governance event indicating Board reconstitution under the Investment Transaction; investors should monitor execution and potential concentration of control post-closing .
- Attendance and engagement: 2024 attendance threshold met across directors (≥75%) .
- Conflicts/related-party: Proxy discloses certain related-party histories for other directors (e.g., China Kington affiliations), but returned sections did not identify related-party transactions tied to Ms. Garlikov; continue to monitor future filings .
Say-on-Pay & Shareholder Feedback (Context)
- Frequency: Triennial say-on-pay frequency preferred by shareholders at 2019 meeting; Board recommends “THREE YEARS” in 2025 .
- Last say-on-pay: Approved at 2022 Annual Meeting; next vote conducted in 2025 .