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Jeremy Grant

Director at Theravance BiopharmaTheravance Biopharma
Board

About Jeremy Grant

Jeremy T. Grant (age 37) has served as an independent director of Theravance Biopharma (TBPH) since December 2023. He is a Principal at Everview Partners (joined 2025), Founder/Managing Partner of Harbor Ridge LP (since 2023), and Special Advisor to Irenic Capital Management (since 2023). He holds a B.S. in Economics (Finance) from Wharton and is a CFA charterholder; his board tenure at TBPH is ~1.5 years as of March 21, 2025, with finance/strategy credentials highlighted by prior roles at Elliott Investment Management, Oak Hill Advisors, and Credit Suisse .

Past Roles

OrganizationRoleTenureCommittees/Impact
Elliott Investment Management L.P.Associate Portfolio Manager, Situational Investing2016–2022Public-market and event-driven investing expertise
Oak Hill Advisors, L.P.Associate, Distressed Debt2012–2016Special situations/credit workout experience
Credit Suisse Group AGAnalyst, Securitized Products; Analyst, Investment Grade & High Yield Sector Strategy2010–2012Sell-side analytics and capital markets grounding

External Roles

OrganizationRoleTenureCommittees/Impact
Everview Partners, L.P.Principal (Investment Team)2025–presentPrivate investment role; finance/strategy
Harbor Ridge LPFounder & Managing Partner2023–presentIndependent investment firm; shareholder perspective
Irenic Capital Management, L.P.Special Advisor2023–presentActivist/shareholder engagement expertise
Arconic CorporationBoard Observer2023–presentIndustrial operations insights, information flow channel
Acosta Inc.Director2019–presentSales/marketing agency governance

Board Governance

  • Independence: TBPH’s board determined all directors other than the CEO are independent; Grant is independent under Nasdaq rules .
  • Committee assignments: Compensation Committee member (independent) alongside Broshy (Chair), Mitchell, O’Connor; 7 meetings in 2024 .
  • Attendance: In 2024, no director attended fewer than 75% of board and applicable committee meetings; full board met 11 times .
  • Skills matrix: Grant’s board skill coverage includes Finance & Accounting/Audit, Corporate/M&A, Risk Management, Legal/Corporate Governance, Strategic Planning, and a defined Shareholder Perspective skill .
  • Strategic Review Committee: Formed in Nov 2024, composed entirely of independent directors to assess strategic alternatives; role-based fees exist (Chair $20k; Member $10k), but committee membership by individual not disclosed .
  • Board leadership: Roles separated in Oct 2024; Susannah Gray elected Chair; CEO remains on board—improves independent oversight .

Fixed Compensation

ComponentPolicy Rate (2024)Jeremy Grant 2024 Actual ($)
Annual cash retainer$50,000Included in “Fees Earned” total
Committee member feesCompensation: $7,500; Audit: $10,000; Nominating: $5,000; Strategic Review: $10,000; Commercialization & Development: $5,000Reflected in total cash fees (role-specific membership disclosed only for Compensation)
Committee chair feesCompensation: $15,000; Audit: $20,000; Nominating: $10,000; Strategic Review: $20,000; Commercial & Dev.: $10,000N/A for Grant in 2024
Additional meeting fees$1,500 for in-person board meetings outside U.S.Included as applicable
Total fees earned (cash)$69,250

Performance Compensation

Equity Type2024 Grant Value ($)VestingChange-in-Control Treatment
RSUs$99,996Vest in full at earlier of 1-year anniversary or next AGM; subject to service RSUs vest in full upon change in control or death/disability
Options$124,833Vest monthly over earlier of 1 year or next AGM; 10-year term Options vest in full upon change in control or death/disability; exercisable 3 years post-service (except for cause)
Performance Metrics in Director CompensationDisclosure
Metrics tied to director equity or cashNone – non-employee director awards are automatic, time-based RSUs and options

Other Directorships & Interlocks

  • Irenic Cooperation Agreement: TBPH appointed Grant in Dec 2023 via a Cooperation Agreement with Irenic; extended in 2024 with voting commitments, standstill, and mutual non-disparagement. Includes an Information Sharing Agreement granting Irenic access to information before quarterly/annual announcements, with a two-day trading prohibition after cleanse .
  • Major shareholders with board presence: Weiss Asset Management holds ~14.91% and has a representative director (James Kelly); potential information flow interlock among investor-affiliated directors .
  • Board observer role: Grant’s observer status at Arconic represents an additional channel for industrial insights; not a TBPH related-party transaction .

Expertise & Qualifications

  • Finance, capital markets, corporate/M&A, risk management, legal/governance, strategic planning, audit sophistication; explicit shareholder perspective skill .
  • Education and credentials: Wharton B.S. (Finance); CFA charterholder .
  • Investor engagement context: TBPH reported significant investor engagement in 2024, and governance changes (separation of Chair/CEO) aligned with shareholder feedback; relevant to Grant’s shareholder-oriented background .

Equity Ownership

MetricValue
Total beneficial ownership (shares)61,202 (includes 43,310 options exercisable within 60 days and 10,537 RSUs subject to release within 60 days)
Shares outstanding (Record Date)50,001,332
Ownership as % of shares outstanding0.12% (61,202 / 50,001,332)
Vested vs. near-term releaseOptions exercisable within 60 days: 43,310; RSUs subject to release within 60 days: 10,537
Director ownership guidelinesRequired minimum = 5x annual cash retainer after five years of service; compliance measured annually. Directors without sufficient tenure are exempt from immediate compliance .
Hedging/derivatives policyProhibits transactions in publicly-traded options and hedging/monetization; approvals not intended to be granted .

Governance Assessment

  • Strengths
    • Independent director; member of the Compensation Committee with well-defined charter and use of independent consultant FW Cook (no conflicts identified) .
    • Strong attendance culture; board met 11 times in 2024 with all directors meeting ≥75% threshold .
    • Director compensation structure balanced between cash and time-based equity; transparent vesting and change-in-control terms .
    • Shareholder-aligned governance adjustments (Chair/CEO separation in 2024) and high Say-on-Pay approval (99% “For” at 2024 AGM) indicate investor confidence .
  • Watch items / potential conflicts
    • Appointment linked to Irenic Cooperation Agreement and active Information Sharing Agreement—while governed by confidentiality and trading blackout, privileged access for Irenic may raise perceptions of unequal information flow; Grant’s concurrent advisory role at Irenic warrants ongoing monitoring for conflicts and recusal as appropriate in sensitive matters (e.g., Strategic Review) .
    • Concentrated ownership and multiple investor-affiliated directors (Irenic; Weiss Asset Management) could amplify shareholder influence in board deliberations—beneficial for alignment, but monitor for potential short-termism in strategic decisions .

RED FLAGS to monitor: Privileged information-sharing terms with a significant shareholder (Irenic) during the Cooperation Period; overlapping investor representation on the board increasing potential for coordinated pressure on strategic outcomes .