Vijayapal Reddy
About Vijayapal Reddy
Dr. Vijayapal R. Reddy (age 68) is an independent director of Syra Health, serving since October 2023; he is a drug development professional with 30+ years’ experience in toxicology and nonclinical safety across global pharma, notably Eli Lilly, and currently advises VIPRA LLC and consults to pharma/biotech/vaccine companies . He holds a PhD in Toxicology (Utah State University), post-doctoral in Toxicology (University of Nebraska Medical Center), MS in Toxicology (University of Mississippi Medical Center), and a Veterinary Medicine degree (AP Agricultural University) . The Board classifies him as independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eli Lilly (Lilly Research Laboratories) | Senior Researcher Advisor/Executive Director, led nonclinical safety and regulatory assessments | 2007–2017 | Leadership across cross-functional programs at various development stages |
| Eli Lilly (Nonclinical Safety Assessment) | Head of Cancer Research | 2004–2006 | Program leadership in oncology nonclinical safety |
| Eli Lilly (Nonclinical Safety Assessment) | Senior Research Scientist | 2000–2004 | Nonclinical safety research |
| Eli Lilly (Nonclinical Safety Assessment) | Research Scientist | 1998–2001 | Nonclinical safety research |
| Eli Lilly (Nonclinical Safety Assessment) | Senior Toxicologist | 1995–1997 | Toxicology leadership |
| Sterling Winthrop/Sanofi Pharmaceuticals | Senior Research Investigator | 1994–1995 | R&D in pharma |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| VIPRA LLC | Advisor and Director | Since Aug 2017 | Consulting company in drug development; plus ongoing consulting to pharma/biotech/vaccine companies |
Board Governance
- Independence: Determined independent by the Board (Nasdaq and SEC standards) .
- Committees and roles (as of Dec 31, 2024): Compensation Committee member; Nominating & Governance Committee Chair; not on Audit Committee .
- Board leadership: No Chairman of the Board currently; prior year had a combined Chair/President structure .
- Meetings and attendance: FY2024—Board 8 meetings; Audit 3; Compensation 2; Nominating & Governance 0; no director attended fewer than 75% of aggregate meetings of Board and committees served . Independent directors meet separately without management on a regular basis .
- Executive sessions: Independent directors hold sessions without management as appropriate .
| Governance Metric | FY2024 | Source |
|---|---|---|
| Board meetings held | 8 | |
| Audit Committee meetings | 3 | |
| Compensation Committee meetings | 2 | |
| Nominating & Governance Committee meetings | 0 | |
| Attendance threshold | No director <75% |
Fixed Compensation
| Component | 2024 Structure | 2025 Structure | Source |
|---|---|---|---|
| Annual cash retainer (non-employee directors) | $15,000 (paid quarterly) | $20,000 (paid quarterly) | |
| Audit Committee Chair | $10,000 | $10,000 | |
| Compensation Committee Chair | $5,000 | $5,000 | |
| Nominating & Governance Chair | $5,000 | $5,000 | |
| Committee member fee (each committee) | Not disclosed | $2,000 |
Non-employee director fees earned (FY2024): Vijayapal Reddy received $10,000 cash fees; option award grant date fair value $5,109; total $15,109 .
Performance Compensation
| Grant Date | Instrument | Options (#) | Exercise Price | Term | Vesting Schedule | Grant Date Fair Value | Source |
|---|---|---|---|---|---|---|---|
| Oct 9, 2023 | Stock Option (2022 Plan) | 10,000 | $2.68 | 10 years | Vests in 4 equal annual installments; first installment vests on grant date | $26,800 | |
| Nov 14, 2024 | Stock Option (2022 Plan) | 15,442 | $0.3683 | 10 years | 25% vested at grant; remaining 75% vest in 12 equal monthly installments | $5,109 |
- Performance metrics: No performance-conditioned metrics (e.g., revenue/EBITDA/TSR) disclosed for director equity; awards are time-based vesting .
- Equity plan capacity: 2022 Omnibus Plan reserved 1,041,667 shares; 850,917 available at 12/31/2023 and 818,068 available at 12/31/2024 .
Other Directorships & Interlocks
| Company | Role | Committee Positions | Notes |
|---|---|---|---|
| None disclosed | — | — | Proxy biographies do not disclose other current public company boards for Dr. Reddy |
- Related-party ecosystem (context): Company disclosed related-party transactions involving STVentures (HQ lease), RAD CUBE LLC (IT services), and NLogix (recruiting), with ties to other directors/executives; no transactions identified as involving Dr. Vijayapal Reddy .
Expertise & Qualifications
- Deep expertise in toxicology, nonclinical safety assessment, oncology, and regulatory science across pharma R&D; senior roles at Lilly and Sterling Winthrop/Sanofi .
- Academic credentials in toxicology and veterinary medicine; extensive consulting experience via VIPRA LLC and industry clients .
Equity Ownership
| Date (Record) | Class A Shares Beneficially Owned | % of Class A | Class B Shares Beneficially Owned | Notes |
|---|---|---|---|---|
| Apr 23, 2024 | — | — | — | No beneficial ownership reported within 60 days; directors Rogers/Dahlem also with “–” in 2024 table |
| Sep 17, 2025 | 33,163 | <1% (“*”) | — | Footnote indicates this represents an option to purchase shares of common stock |
- Shares outstanding at Sep 17, 2025: 11,339,169 Class A and 600,000 Class B .
- Voting features: Class A = 1 vote per share; Class B = 16.5 votes per share; Class B convertible into 10 Class A shares .
Insider Trades
| Filing Date | Form | Transaction Type | Shares | Price | Notes |
|---|---|---|---|---|---|
| — | — | — | — | — | No Form 4 transactions or Section 16(a) delinquencies disclosed for Dr. Vijayapal Reddy in the proxies; delinquencies noted for other insiders only . |
Governance Assessment
- Strengths: Independent director with deep scientific/regulatory expertise; chairs Nominating & Governance and serves on Compensation, supporting board refresh and pay oversight . Option-based director compensation provides equity alignment; 2023 grant (10,000 options at $2.68) and 2024 grant (15,442 options at $0.3683) establish direct participation in shareholder outcomes .
- Risks/Red flags: Nominating & Governance Committee held zero meetings in FY2024 despite its chartered responsibilities—potential engagement gap in governance process . Company maintains dual-class with recent amendments enabling Class B to persist/transfer to heirs, potentially entrenching voting control; while approved by shareholders, this may dilute minority influence (Proposals 3 & 4 passed on Nov 14, 2025) . Related-party transactions with entities affiliated to other insiders (HQ lease; IT/recruiting services) pose governance risk; Audit Committee oversees RPT review—Dr. Reddy is not on Audit . Anti-hedging policy prohibits hedging; pledging exceptions require approval—no pledging by Dr. Reddy disclosed .
- Shareholder outcomes: 2025 AGM—Dr. Reddy reelected; proposals to amend charter to ease Class B continuity and transfer approved, indicating board-backed capital structure changes with control implications .
- Attendance/engagement: Board-level attendance thresholds met; continued monitoring of committee activity levels recommended, especially Nominating & Governance under Dr. Reddy’s chair .
Overall: Dr. Reddy is an independent, technically strong director with equity-linked pay. Key governance watchpoints are committee cadence under his chair role and the company’s dual-class structure evolution amid related-party transaction oversight led by Audit Committee (which he does not sit on) .