Kenneth Hoberman

About Kenneth Hoberman

Kenneth Hoberman, 60, has served as an independent director of TG Therapeutics since December 2014. He is Chief Operating Officer and Corporate Secretary of Stemline Therapeutics, Inc., a founding team member credited with leading financing rounds through IPO and executing the company’s sale to “The Menari Group.” He holds a B.S.B.A. in Finance from Boston University and completed post‑baccalaureate studies at Columbia University . The Board deemed him independent under Nasdaq rules on April 11, 2025, and Board/committee attendance for incumbents met at least 75% in 2024; all directors attended the 2024 Annual Meeting .

Past Roles

External Roles

Board Governance

• Independence: Board determined Hoberman independent under Nasdaq criteria on April 11, 2025 .
• Board size: Six members; Lead Independent Director is Laurence N. Charney with executive session responsibilities and CEO evaluation liaison role .
• Attendance: Board held four meetings in 2024; each incumbent director attended ≥75% of Board and committee meetings; all directors attended the 2024 Annual Meeting .
• Committee structure and meetings (2024):
  • Audit Committee: Charney (Chair), Echelard, Hume, Hoberman; met four times; all members independent; Charney designated “financial expert” .
  • Compensation Committee: all independent directors; Hoberman is Chair; met four times; uses an independent consultant (Arthur J. Gallagher & Co.) with no other Company work .
  • Nominating & Corporate Governance Committee: Lonial (Chair), Echelard, Hume; met three times .
• Board evaluation: Annual member and committee self‑evaluation conducted by an independent party .
• Conduct and trading policies: Code of Business Conduct and Ethics; prohibition on hedging and speculative trading for directors/officers/employees/consultants .
• Section 16 compliance: Only one late Form 4 in 2024 (Lonial); no late filings noted for Hoberman .

Fixed Compensation

Director fee schedule (program levels for 2024–2025):

• Board member annual retainer: $70,000; Lead Independent Director (or Chair) additional $40,000 .
• Committee member annual retainers: Audit $10,000; Compensation $7,500; Nominating & Corporate Governance $5,000 .
• Committee chair annual retainers: Audit $20,000; Compensation $15,000; Nominating & Corporate Governance $10,000 .
• Equity: 22,250 share annual RS grant for each non‑employee director in 2024; one‑year vesting; program equity sized to target the 75th percentile of the 2024 peer group (cash unchanged vs prior year) .

Performance Compensation

Note: TG’s use of performance metrics is focused on executive compensation; director equity awards are time‑based with service vesting. The Compensation Committee uses an independent consultant and peer benchmarking to calibrate non‑employee director grants .

Other Directorships & Interlocks

TG related‑party transactions disclosed primarily involve Fortress Biotech and Checkpoint Therapeutics; no Hoberman‑specific related‑party transactions were reported .

Expertise & Qualifications

• Capital markets and BD expertise: led >$200M equity financings and a $100M strategic alliance at Keryx; executed multiple licensing and operational contracts .
• Operating breadth: oversight of regulatory/compliance, manufacturing, quality, clinical development, HR, IR, governance .
• Industry depth: long‑standing biopharma experience including product in‑licensing and FDA approval pathway execution (Auryxia™) .

Equity Ownership

Company‑wide alignment safeguards for insiders include a prohibition on hedging/speculative trading .

Governance Assessment

• Positives:

  • Independent status; serves as Compensation Committee Chair and Audit Committee member; committee independence and use of external consultant enhance governance quality .
  • Strong industry and BD background potentially additive to board effectiveness in commercialization and partnerships .
  • Board annual third‑party evaluation and established governance policies (Code of Conduct; hedging prohibition) .

• Watch items / potential red flags:

  • Say‑on‑pay support of 57.7% in 2024 suggests shareholder concerns around executive pay; as Compensation Chair, Hoberman should be prepared for engagement and calibration signals .
  • Administrative error in the CEO’s 2023 restricted stock award terms required 2024 amendment; a material weakness in 2024 related to share‑based award controls was remediated, but reflects prior compensation governance/process risks under the Compensation Committee’s oversight .
  • Non‑employee director equity moved to the 75th percentile vs peers (cash unchanged), increasing guaranteed compensation proportion for directors; monitor pay inflation and alignment with workload and performance outcomes .
  • External biopharma board roles (Nuvectis Pharma; Lirum Therapeutics) warrant routine conflict screening for competitive or transactional overlaps; no Hoberman‑specific related‑party transactions disclosed at TG .

• Engagement/attendance:

  • Incumbent directors met ≥75% attendance thresholds; all directors attended the 2024 Annual Meeting; committee meetings were regular (Audit=4, Compensation=4, Nominating=3) .

• Overall implications:

  • Hoberman’s deal and operating experience is value‑add, but recent compensation control/process issues increase the importance of rigorous Compensation Committee governance under his chairmanship; proactive investor engagement on pay design and director pay levels is advisable given the moderate say‑on‑pay outcome .