Hyuk Joo Jee
About Hyuk Joo Jee
Hyuk Joo Jee (age 58) is an independent director of OSR Holdings, Inc., appointed upon closing of the business combination on February 14, 2025. He holds a B.A. in Business Administration from Korea University (1994) and has cross‑functional credentials across finance (sell-side and buy-side in Europe/Korea) and biopharmaceutical operations, M&A, IR, and strategic investments. His independence is explicitly affirmed under SEC and Nasdaq rules in OSRH’s proxy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HLB Co., Ltd. (KOSDAQ-listed biopharma, Korea) | Chief Operating Officer; Head of Corporate Private Equity | Aug 2018 – Dec 2023 | Led global IR, M&A, strategic investments across clinical-stage oncology pipeline |
| Korea Investment Securities Europe; Daewoo Securities Europe; Hyundai Securities Europe | Investment banking/brokerage roles (London/Seoul) | Jul 2002 – Jan 2018 | Served European/global fund clients investing in Korean equities |
| Scudder Kemper; Schroders (Seoul) | Analyst and Portfolio Manager | 1998 – 2002 | Buy-side analysis and portfolio management |
External Roles
| Organization | Role | Start Date | Public Company? | Notes |
|---|---|---|---|---|
| DongKoo Bio Pharma Co., Ltd. (Korea) | Special Advisor to Chairman | Jan 2024 | Yes | Advisory capacity at a Korean public biopharma |
Board Governance
- Independence: Listed among OSRH’s independent directors under SEC/Nasdaq rules .
- Committee assignments (post–2025 Annual Meeting): Audit Committee (member), Compensation Committee (member); Corporate Governance & Nominating reconstituted without Jee .
- Board reconstitution signal: Shareholders approved all proposals at the Sept 17, 2025 Annual Meeting; Reto Fierz appointed Independent Director; Jin Whan Park and Phil Geon Lee removed from the Board .
- Tenure: Director since February 14, 2025 (date of business combination closing) .
Fixed Compensation
- Director cash fees and meeting fees: Not disclosed in 2025 proxy; OSRH is an Emerging Growth Company with reduced compensation disclosures .
- Equity grants to directors as of proxy filing: No stock-based compensation awards had been granted prior to the filing date .
Performance Compensation
- Eligible equity under OSR Holdings 2025 Omnibus Incentive Plan and Sub-Plans (administered by Compensation Committee): RSUs and stock options available to directors with default and accelerated vesting .
| Plan Feature | Details |
|---|---|
| Share reserve | 6,300,000 shares total; 3,150,000 reserved for RSUs; 3,150,000 reserved for options |
| Default vesting | 4-year vesting, 1-year cliff, then monthly vesting over remaining 36 months |
| Accelerated vesting triggers (Employees/Board Members only) | Upon subsidiary BD transaction definitive agreement: ≥$300M: 30% of unvested; ≥$500M: 50%; ≥$750M: 75%; ≥$1B: 100% acceleration |
| Option exercise price | At least FMV on grant date (nonqualified unless specified) |
| Clawback/recoupment | Awards subject to forfeiture/recoupment per Company policy and applicable law |
| Change-in-control treatment | If awards not assumed: pre-close vesting and 15-day exercisability window; cash-out at deal price less strike for options/SARs; performance awards treated at actual/target as determined |
Other Directorships & Interlocks
- Current public company association: DongKoo Bio Pharma (advisor; not disclosed as board member). No OSRH disclosure of interlocks or related-party transactions involving Jee .
- Note: OSRH ownership is concentrated among BCM-affiliated entities and CEO Kuk Hyoun Hwang, which can heighten governance scrutiny; this is a board-level context rather than a Jee-specific interlock .
Expertise & Qualifications
- Finance and capital markets: 15+ years in European/Korean brokerage/investment banking; fund client coverage; IR leadership .
- Biopharma operations: COO leadership, M&A execution, strategic investment allocation across oncology programs .
- Education: B.A., Korea University (1994) .
Equity Ownership
| Holder | Shares Beneficially Owned | % Ownership | Notes |
|---|---|---|---|
| Hyuk Joo Jee | — | <1% | No reported beneficial ownership as of Aug 15, 2025; total OSRH shares outstanding 21,585,360 |
Governance Assessment
- Positives:
- Independent status and placement on Audit and Compensation Committees strengthen oversight of financial reporting and pay practices .
- Compensation architecture ties director/employee equity to objective BD transaction value thresholds, enhancing performance linkage; explicit clawback and change‑in‑control governance .
- Shareholders approved all governance and compensation proposals at the 2025 Annual Meeting, indicating near-term investor support .
- Watch items / potential red flags:
- Ownership concentration: CEO/affiliates control ~60.5% of shares; BCM entities collectively hold large stakes, potentially reducing minority shareholder influence and increasing related‑party scrutiny .
- Disclosure gaps: No director-specific cash retainer/fee schedule and no individual director equity grants disclosed as of the 2025 proxy, limiting assessment of Jee’s pay‑for‑performance alignment .
Overall, Jee’s cross‑disciplinary finance/biopharma background and committee roles are constructive for board effectiveness, while OSRH’s concentrated ownership and limited director pay disclosure warrant continued monitoring for alignment and independence safeguards .