Loren Katzovitz
VERUAbout Loren Katzovitz
Independent director at Veru Inc.; age 63; appointed to the Board effective August 1, 2024; currently serves as Senior Managing Director at Centiva Capital. Background spans senior leadership roles across asset management and alternative investments; holds a B.S. from the University of Southern California. Beneficial ownership of Veru common stock is 224,000 shares (less than 1%) as of January 16, 2025; options held are entirely unvested as of September 30, 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Centiva Capital | Senior Managing Director | Dec 2023–present | Capital markets leadership; hedge fund management |
| Lazard Asset Management | Managing Director | Sep 2017–Oct 2023 | Led investment teams; asset management strategy |
| Guggenheim Partners | President and Managing Partner | 2002–2006 | Co-founded Guggenheim Advisors and GAAM; Chair & CEO of GAAM until 2011 |
| Guggenheim Global Trading (GGT) | Founder/Leader | Launched post‑2011 | Proprietary investment vehicle for Guggenheim Partners |
| Deimos Asset Management | Founder (via MBO of GGT) | Post‑GGT formation | Built alternative asset platform |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Centiva Capital | Senior Managing Director | Dec 2023–present | Current external employment |
No other current public company boards for Mr. Katzovitz are disclosed in Veru’s proxy materials .
Board Governance
- Independence: The Board determined Loren Katzovitz is independent under NASDAQ listing standards .
- Committee assignments: Member of Audit Committee and Compensation Committee; not a chair; Audit chaired by Lucy Lu, Compensation chaired by Michael Rankowitz .
- Attendance: 100% attendance at Board and applicable committee meetings in fiscal 2024; Board met 14 times; Audit Committee 11; Compensation Committee 2; Nominating 0 .
- Board leadership: CEO is also Board Chair; no Lead Independent Director role .
- Governance policies: Committee charters and Corporate Governance Guidelines available on Veru’s investor website; Insider Trading Policy prohibits hedging and restricts pledging (pre‑clear required) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | Veru does not pay cash retainers to non‑employee directors generally |
| Meeting fees (cash) | $0 | No cash compensation framework disclosed for meeting fees |
| Committee membership fees (cash) | $0 | No cash compensation to non‑employee directors generally |
| Committee chair fees (cash) | $0 | No cash compensation to non‑employee directors generally |
Performance Compensation
| Award Type | Grant Context | Number of Options | Grant Date Fair Value | Vesting Schedule | Notes |
|---|---|---|---|---|---|
| Stock options | Director equity grants (Aug 2024 and Oct 2024) | — | — | — | Non‑employee directors received option awards in Aug 2024 and Oct 2024 |
| Stock options (aggregate held) | FY2024 director awards | 80,000 | $54,640 | One‑third vests on Aug 6, 2025; Aug 6, 2026; Aug 6, 2027 | Options were unvested as of Sept 30, 2024 |
- Equity plan guardrails: Minimum vesting of 12 months (subject to limited exceptions), prohibition on option/SAR repricing without shareholder approval, director annual award limit of 100,000 shares, and clawback for certain financial statement non‑compliance .
Strike prices and expiration dates for Mr. Katzovitz’s director options were not disclosed in the director section; only counts, fair value, and vesting schedule are provided .
Other Directorships & Interlocks
| Company | Role | Overlap with Veru | Potential Interlock/Conflict |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed for Mr. Katzovitz |
Expertise & Qualifications
- Capital markets and alternatives expertise; leadership across asset management, proprietary trading, and hedge fund platforms .
- Education: B.S., University of Southern California .
- Governance-relevant experience includes audit committee service; Audit Committee financial expert on Veru’s committee is Lucy Lu, M.D. (not Mr. Katzovitz) .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 224,000 |
| Ownership as % of outstanding | <1% |
| Shares outstanding reference (Jan 16, 2025) | 146,383,920 |
| Shares outstanding reference (May 28, 2025) | 146,583,920 |
| Options – exercisable | 0 (as of Sept 30, 2024) |
| Options – unexercisable | 80,000 (as of Sept 30, 2024) |
| Hedging policy | Hedging of Veru stock prohibited |
| Pledging policy | Pledging prohibited unless pre‑cleared |
Beneficial ownership tables treat options exercisable within 60 days as outstanding; Mr. Katzovitz’s director options were unvested as of Sept 30, 2024 .
Governance Assessment
- Alignment and incentives: Director pay is equity‑heavy with no cash retainer, which increases alignment but may tilt incentives toward equity value creation via higher volatility; vesting over three years supports retention .
- Committee effectiveness: Dual membership on Audit and Compensation increases exposure to critical oversight areas; 100% attendance supports engagement .
- Structural risk: Combined Chair/CEO and absence of a Lead Independent Director reduce independent counterbalance; investors may press for enhanced independent leadership given Veru’s recent restatements and auditor change .
- Controls and accountability: Adoption of a Dodd‑Frank‑compliant clawback policy and equity plan clawback provisions are positives; Compensation Committee did not use an external consultant in FY2024, which may be neutral or a constraint depending on context .
- Related‑party exposure: Employment of the CEO’s daughter ($267,000 FY2024) and the CCO’s son ($302,000 FY2024) is a governance red flag; not linked to Mr. Katzovitz personally but relevant to overall board oversight of related‑party matters .
- Independence and ownership: Confirmed independent; beneficial ownership of 224,000 shares enhances “skin‑in‑the‑game,” within outside director annual equity limits; hedging prohibited and pledging restricted, which supports alignment .
Overall signal: High engagement and equity alignment; committee roles are material to investor confidence. Structural leadership risks and disclosed related‑party employment warrant continued monitoring and active engagement with the Board .