Harry Korman
ViatrisAbout Harry Korman
Independent director at Viatris since 2020; age 67 (as of Oct 2024). Former Global COO at Mylan with nearly two decades in generics leadership; currently Chair of Viatris’ Compensation Committee and a member of key governance and science committees. Not nominated for re‑election at the 2025 annual meeting as part of Board refreshment. Beneficial ownership: 113,937 Viatris shares (<1% of class) and 13,949 vested options as of Oct 20, 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mylan Inc. | Global Chief Operating Officer; President, North America; President, Mylan Pharmaceuticals Inc. | 1996–2014 (consultant 2014–2015) | Grew global generics; operational responsibility as Global COO |
| Mylan N.V. (Board) | Director | 2018–2020 | Chair, Risk Oversight; member of Compliance, Governance & Nominating, Science & Technology |
| Association for Accessible Medicines (formerly GPhA) | Past Director and Vice Chairman | Not disclosed | Industry advocacy and policy |
| HDMA Foundation | Previous Director and Vice Chairman | Not disclosed | Healthcare supply chain research/education |
External Roles
No current public company directorships disclosed beyond Viatris; prior service includes Mylan N.V. (public) .
Board Governance
- Committee assignments (2025): Chair – Compensation; member – Governance & Sustainability; Compliance & Risk Oversight; Science & Technology. Korman joined Science & Technology in Nov 2024; not standing for re‑election in 2025 .
- Independence: Board determined Korman is independent under NASDAQ rules .
- Attendance/engagement: Board met 7 times in 2024 and 9 times YTD 2025; all directors standing for re‑election attended >75% of aggregate Board and committee meetings; independent directors met in executive session 5 times in 2024 and 6 times YTD 2025 .
- Compensation Committee governance under Korman’s chairship: oversees CEO/NEO pay, director pay, equity plans, clawback policy; engaged independent consultant (Meridian) and outside counsel; committee independence reviewed annually; Compensation Committee Report signed by Korman as Chair .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Cash fees (retainer + chair fees) | $175,000 | $175,000 |
| RSUs (grant‑date fair value) | $200,006 | $225,001 |
| All other compensation | $0 | $0 |
| Total | $375,006 | $400,001 |
Additional structure (Board-wide, unchanged into 2025): Board retainer $150,000; Committee Chair fee $25,000; Executive Committee member fee $25,000; Annual RSUs $225,000; Chair of Board $225,000; Vice Chair $50,000 .
Performance Compensation
- Director equity grants are time‑based RSUs; 2024 RSUs vested March 4, 2025; Korman held 18,977 unvested RSUs at 12/31/2024 prior to vest .
- Committee‑designed executive incentive metrics (illustrates pay-for-performance oversight): | Metric (STI) | Weight | Rationale | |---|---|---| | Adjusted EBITDA | 40% | Profitability and operational execution | | Free Cash Flow | 40% | Cash generation and capital return capacity | | Global Regulatory Submissions | 20% | Pipeline robustness and future product flow |
Notable actions post 2024 Say‑on‑Pay: Board ended the transitional consulting arrangement with former Executive Chairman effective June 30, 2025; Compensation Committee exercised negative discretion reducing 2024 STI funding from 163.92% to 140%; tightened ownership calculations, raised 2025 max EBITDA hurdle to 110% of target, and reduced regulatory submissions weighting to 10% .
Other Directorships & Interlocks
- Prior: Mylan N.V. Director (pre‑Combination). No disclosed current interlocks with Viatris competitors/suppliers/customers beyond prior industry affiliations .
Expertise & Qualifications
- Public company management, healthcare industry, global operations, risk oversight/compliance, strategy/M&A, information security. Deep generics operations background informs compensation and risk oversight .
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial shares (Oct 20, 2025) | 113,937 (<1% of class) |
| Options exercisable (within 60 days as of Oct 20, 2025) | 13,949 |
| Unvested RSUs (Dec 31, 2024) | 18,977 |
| Director ownership guidelines | 5× annual cash retainer; 5‑year compliance period from start date; RSUs count toward compliance; anti‑hedging/anti‑pledging policies in place . |
Governance Assessment
- Strengths: Independent Chairing of Compensation Committee; use of independent advisors; responsive adjustments following a weak 2024 Say‑on‑Pay (ending controversial consulting arrangement, lowering STI payouts, tightening ownership policy), indicating investor‑aligned oversight .
- Engagement: Board/committee cadence and executive sessions point to active oversight; Korman participates across governance, compliance, and science committees, enhancing cross‑functional oversight .
- Transition: Not standing for re‑election in 2025 consistent with Board refresh; succession of committee leadership should be monitored for continuity in compensation governance .
RED FLAGS
- Section 16(a) reporting compliance: Korman filed late reports for several small purchases and DRIP reinvestments (corrected via Form 4 on Oct 25, 2024). While immaterial economically, it is a compliance lapse to note .
- 2024 Say‑on‑Pay weakness (driven by legacy consulting arrangement) reflects prior governance risk; mitigating actions were taken in 2025 under Compensation Committee oversight .
Alignment signals
- Mix of cash vs equity tilted to RSUs (time‑based), with ownership guidelines requiring 5× retainer; RSU vesting schedules and option holdings support skin‑in‑the‑game without performance equity for directors (standard practice) .
Committee influence on pay structure
- Peer group management and rigor: Committee revised peer group (removed Eli Lilly due to size; added Sandoz) and increased performance hurdle for 2025 EBITDA, demonstrating tightening standards .
Independence/conflicts
- No related‑party transactions disclosed for Korman; director deemed independent; company policies on clawbacks, anti‑hedging/pledging, and related‑party review are robust .