Joan Lau
UNIVERSAL DISPLAY CORP \PA\About Joan Lau
Dr. Joan Lau, age 55, is an independent director of Universal Display Corporation (OLED) since March 2024. She is the Chief Executive Officer of Spirovant, a gene therapy company; she also serves on the boards of Brandywine Realty Trust (NYSE: BDN) and Rockwell Medical, Inc. (Nasdaq: RMTI), and is an Adjunct Professor and Trustee at the University of Pennsylvania. She co-founded and served as Managing Partner at Militia Hill Ventures, and brings 20+ years of executive leadership and business development experience in biopharma/biotech and R&D-focused companies, with strengths in strategic planning, product development and executive management . The Board has determined she is independent under Nasdaq listing standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Militia Hill Ventures | Co-founder; Managing Partner | Not disclosed | Built and grew life science companies; contributes strategic and executive insights |
External Roles
| Organization | Role | Public/Private | Tenure/Notes |
|---|---|---|---|
| Spirovant | Chief Executive Officer | Private | Leads gene therapy programs for respiratory diseases, including cystic fibrosis |
| Brandywine Realty Trust (BDN) | Director | Public | Current director |
| Rockwell Medical, Inc. (RMTI) | Director | Public | Current director |
| University of Pennsylvania | Adjunct Professor; Trustee | Non-profit/Academic | Current |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Independent director under Nasdaq listing requirements |
| Board service start | March 2024 |
| Committee memberships (OLED) | Nominating & Corporate Governance (member) |
| Committee chair roles | None disclosed for Dr. Lau |
| Attendance | In 2024, the Board held 9 meetings; all directors and committee members attended at least 75% of meetings in the aggregate . All current Board members who were on the Board in 2024 attended the 2024 annual meeting . |
| Executive sessions | Independent directors meet in executive session periodically |
Fixed Compensation
| Component | 2024 Amount (Dr. Lau) | Program Structure/Notes |
|---|---|---|
| Cash fees (retainer + committee fees) | $62,019 | Partial-year cash paid in 2024 for Board/committee service; standard cash retainer for independent directors is $75,000 annually, with additional committee fees (Audit member $16,000; Human Capital $12,500; NCG/Investment/ESR $8,000) and chair retainers (Audit $32,000; Human Capital $25,000; NCG/Investment/ESR $16,000). Lead Independent Director and Board Chair receive $35,000 retainers. Paid quarterly . |
| Equity (annual director grant) | $220,063 | Dollar target $220,000 approved Dec 12, 2024; 1,366 shares determined at $161.10 closing price; issued in equal quarterly installments during 2025, contingent on continued service; shown in 2024 “Stock Awards” table . |
For 2025, cash committee fees increased ~4%: Audit member $16,750; Human Capital $13,000; NCG/Investment/ESR $8,250; chair retainers: Audit $33,250; Human Capital $26,000; NCG/Investment/ESR $16,750. Board/Lead Independent Director retainers $36,500. Equity target remains $220,000 (1,366 shares at Dec 12, 2024 price), paid quarterly in 2025 .
Performance Compensation
| Element | Structure | Metrics/Terms |
|---|---|---|
| Equity grants to directors | Shares of common stock with a fixed dollar target, paid quarterly | No options in 2024; no performance-vesting for directors disclosed. 2025 grant sized at 1,366 shares (target $220,063) based on 12/12/2024 closing price; installments paid quarterly in 2025 . |
Other Directorships & Interlocks
| Company | Role | Potential Conflict/Interlock with OLED |
|---|---|---|
| Brandywine Realty Trust (BDN) | Director | None disclosed in OLED filings . |
| Rockwell Medical, Inc. (RMTI) | Director | None disclosed in OLED filings . |
| University of Pennsylvania | Adjunct Professor; Trustee | None disclosed in OLED filings . |
No related-party transactions involving Dr. Lau are disclosed; the proxy lists a related-person employment (David Rosenblatt) and an external vendor engagement with Exponent Technologies (linked to another director), but none involving Dr. Lau .
Expertise & Qualifications
- Over 20 years in biopharma/biotech executive leadership and business development; contributes to strategic planning, product development, and executive management .
- Multi-board experience (BDN, RMTI) offers governance perspective and best practices transfer .
- Academic engagement (Adjunct Professor/Trustee, University of Pennsylvania) broadens network and oversight capabilities .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Joan Lau, Ph.D. | 1,381 | <1% | As of April 4, 2025 record date; no options disclosed for directors; no pledging indicated for Dr. Lau . |
Director Stock Ownership Guidelines: Non-employee directors must own shares equal in value to 10x annual Board cash compensation (excluding committee fees) within five years. For measurement as of Jan 2, 2025, the requirement equated to at least 3,173 shares based on a 2024 high price of $236.42; directors have five years to comply. The proxy states that each director who was required to own at least 3,173 shares did so as of Jan 2, 2025; new directors have a five-year compliance window .
Governance Assessment
Key findings
- Independence and committees: Dr. Lau is independent and serves on the Nominating & Corporate Governance Committee—directly relevant to board composition, succession planning, and oversight of governance policies .
- Engagement: The Board met 9 times in 2024 and all directors/committee members attended at least 75% of meetings; all current directors who served in 2024 attended the 2024 annual meeting, supporting engagement .
- Compensation alignment: Director compensation balances cash with equity; no stock options; equity is delivered as quarterly share grants, enhancing alignment without performance complexity .
- Ownership alignment: Director ownership guidelines (10x annual cash retainer within five years) and anti-hedging/short-selling prohibitions strengthen alignment and limit misalignment risks. Dr. Lau beneficially owned 1,381 shares as of the record date and, as a relatively new director, remains within the five-year window to reach the guideline .
- Conflicts/related parties: No related-party transactions or pledging disclosed for Dr. Lau; no OLED-identified interlocks with material customers/suppliers .
Signals for investors
- Positive: Independent status, governance committee role, multi-company board experience, no related-party ties, anti-hedging policy, and director ownership guideline framework .
- Watch items: Time commitments—simultaneous service on two other public company boards plus CEO role at Spirovant may be monitored by some investors for workload balance; factual roles as stated here .
RED FLAGS
- None disclosed for Dr. Lau regarding related-party transactions, pledging, hedging/short selling, or attendance shortfalls .
Citations
- Director bio, roles, age, tenure:
- Independence, committees, attendance, annual meeting:
- Audit/Human Capital committee rosters (for context on chair roles):
- Director compensation structure and amounts:
- Ownership guidelines (directors) and compliance timing:
- Beneficial ownership (Dr. Lau share count and no options):
- Related-party and pledging disclosures (none for Lau; others noted for context):
- Anti-hedging/insider trading policies: