Lemuel Amen
About Lemuel Amen
Lemuel Amen, 59, has served as an independent director of The Glimpse Group (VRAR) since May 2021. He is Founder and Chairman of Altius Manufacturing Group, LLC, and previously held senior executive roles leading global business units at Electronic Data Systems and 3M. Amen holds an M.S. in Civil and Environmental Engineering from Northwestern University and a B.S. in Mechanical Engineering from California State University–Northridge. His board governance background spans technology, industrial services, and application software companies, with prior leadership posts including chairman and lead director roles across multiple private boards and advisory councils.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Viking Engineering & Development Inc. | Chairman of the Board | 2011–2017 | Board leadership and oversight |
| Bauer Welding & Metal Fabricators, Inc. | Director; Operating Committee Member | 2013–2016 | Operating committee participation |
| HighJump Software, Inc. | Board President and Lead Director | 2005–2008 | Lead director responsibilities |
| Federal Reserve Bank of Minneapolis, Ninth District Advisory Council | Chairman | 2012–2015 | Regional advisory leadership |
| Northwestern Univ., McCormick School of Engineering & Computer Science | Industrial Advisory Board | 2000–2006 | Academic-industry advisory |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AbeTech Inc. (private) | Director | 2009–present | Technology firm board |
| Diversified Chemical Technology, Inc. (private) | Board of Advisors | 2018–present | Industrial firm advisor |
| Univ. of Michigan–Dearborn, College of Business | Board of Advisors | 2019–present | Academic advisor |
| State of Minnesota Governor’s Workforce Development Council | Member | 2016–2019 | Public policy advisory |
| Ordway Center for the Performing Arts | Board service | 2015–2018 | Non-profit governance |
| Junior Achievement Worldwide Inc. | Global Board of Directors | 2003–2008 | Non-profit global board |
Board Governance
- Committee assignments (FY2025): Audit Committee member; Compensation Committee member; Strategy Committee Chair. Not a member of the Nominating & Corporate Governance Committee.
- Independence: Board determined Amen and all committee members are independent under Nasdaq standards; Audit members meet heightened SEC independence requirements.
- Committee meeting cadence (FY2025): Audit (4); Compensation (3); Nominating (1); Strategy (9).
- Attendance: Board held 5 meetings; no director attended fewer than 75% of Board/committee meetings. Amen attended the 2024 annual meeting of stockholders.
- Board leadership: CEO is also Chair; Proxy states no lead independent director, which concentrates authority; Strategy Committee chaired by Amen provides a counter-balance via strategic oversight.
- Director classes/tenure: Amen is a Class III director; Class III terms expire at the 2026 annual meeting.
- Risk oversight: Audit Committee (where Amen serves) oversees risk management, including cybersecurity and related-party transaction approvals.
Fixed Compensation
| Component | FY2025 Amount | FY2024 Amount | Notes |
|---|---|---|---|
| Annual cash retainer | $0 | $0 | Directors receive no cash compensation other than expense reimbursement. |
| Committee membership fees | $0 | $0 | Not paid. |
| Committee chair fees | $0 | $0 | Not paid. |
| Meeting fees | $0 | $0 | Not paid. |
Performance Compensation
| Component | FY2025 | FY2024 | Notes |
|---|---|---|---|
| Option awards (grant-date fair value) | $81,788 | — | Equity-only director comp in FY2025 under Equity Incentive Plan. |
| Stock awards (shares/stock value) | — | $65,064 | 2024 share issuances to certain board members tied to cancellation of prior fully vested options and calendar year compensation. |
| Options held (as of 6/30/2025) | 37,500 | — | Outstanding director options count for Amen. |
| Vesting/performance metrics | Not disclosed | Not disclosed | No director-specific performance metrics or vesting schedules disclosed. |
Other Directorships & Interlocks
| Category | Company | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Public company boards (current) | None disclosed | — | No public company directorships disclosed for Amen. |
| Private company boards | AbeTech Inc. | Director | Private; no related-party dealings disclosed at VRAR. |
| Private/industrial boards | Diversified Chemical Technology, Inc. | Advisor | Private; no related-party dealings disclosed at VRAR. |
Expertise & Qualifications
- Founder/Chairman of Altius Manufacturing Group; senior executive leadership experience at EDS and 3M.
- Significant board governance experience (chairman, lead director) across high-growth tech/industrial firms.
- Technical education in engineering (M.S. Northwestern; B.S. CSU–Northridge), aligning with VR/AR/tech oversight.
- Audit Committee member with financial statement literacy; committee oversees related-party transactions and risk policies.
Equity Ownership
| Metric (Record Date basis) | Amount |
|---|---|
| Beneficial ownership (shares) | 182,497 |
| Ownership % of outstanding | 0.86% (based on 21,076,506 shares outstanding) |
| Breakdown | 148,122 common shares; 28,125 fully vested options; 6,250 options vest within 60 days |
Say-on-Pay & Shareholder Feedback
| Item (Annual Meeting 12/13/2024) | Votes For | Votes Against | Abstain | Broker Non-Vote |
|---|---|---|---|---|
| Say-on-Pay FY2024 | 11,474,458 | 2,118,044 | 344,124 | 4,520,352 |
- Director attendance at the 2024 annual meeting: all directors except Tamar Elkeles and Alexander Ruckdaeschel attended, indicating engagement; Amen attended.
Governance Assessment
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Positives:
- Independent director with deep governance experience; serves on Audit and Compensation Committees and chairs Strategy, increasing oversight breadth.
- Strong engagement signals: Strategy Committee met 9 times in FY2025; Board met 5 times; Amen attended the 2024 annual meeting.
- Equity ownership alignment: 182,497 shares beneficially owned with both common and options; no related-party transactions disclosed.
-
Concerns / RED FLAGS:
- Board leadership concentration: CEO is Chair and proxy states there is no lead independent director, which can dilute independent oversight.
- Lack of formal shareholder communication policy; process remains informal via management email/LinkedIn.
- Director compensation fully equity-based (no cash retainer), and prior-year share issuance in lieu of canceling vested options; while not a repricing disclosure, such modifications warrant monitoring for pay structure discipline.
-
Conflict review:
- Audit Committee explicitly reviews/approves related-party transactions; filings disclose “None,” and no family relationships among directors/officers.
-
Compliance:
- Insider trading policy adopted; Section 16(a) compliance reported for FY2025 (timely filings by insiders).
Implications: Amen’s committee footprint and Strategy chair role support board effectiveness in a small-cap, development-stage context; however, lack of a lead independent director and informal shareholder communication practices are governance weaknesses that may affect investor confidence in oversight robustness.