Erick Lucera
Beyond AirAbout Erick J. Lucera
Erick J. Lucera (age 57) has served as an independent director of Beyond Air, Inc. (NASDAQ: XAIR) since August 2017. He is currently EVP and Chief Executive Officer of Editas Medicine, Inc. (Nasdaq: EDIT) and sits on the board of SAB Biopharmaceutics, Inc.; his credentials include CFA, CMA, and CPA, with degrees from Harvard (CPH), Boston College (MS in quantitative finance), Indiana University (MBA), and the University of Delaware (BS in accounting) . During FY2024 the board met five times and each director attended at least 75% of board and committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AVEO Oncology | Chief Financial Officer | 2020–2023 | Led finance through acquisition by LG Chem |
| Valeritas Holdings, Inc. | Chief Financial Officer | 2016–2019 | CFO prior to company’s Chapter 11 filing in 2020 |
| Viventia Bio | CFO, Treasurer, Secretary | 2015–2016 | Senior finance leadership |
| Aratana Therapeutics | VP, Corporate Development | 2012–2015 | Grew pipeline; helped finance ~$250M via offerings |
| Eaton Vance; Intrepid Capital; Independence Investments | Healthcare analyst/PM/research lead | ~1997–2012 | Buy-side investment leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Editas Medicine, Inc. (Nasdaq: EDIT) | EVP & Chief Executive Officer | Since May 2023 | Public company CEO |
| SAB Biopharmaceutics, Inc. (Nasdaq: SAB) | Director | Since April 2023 | Public company board service |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Board determined Lucera is independent under Nasdaq rules; also independent for audit and compensation committees |
| Committee assignments | Audit Committee (Chair), Nominating Committee (Chair), Compensation Committee (Member) |
| Financial expert | Designated audit committee financial expert under SEC rules |
| Board leadership | CEO is also Chairman; company does not have a Lead Independent Director |
| Attendance | Board held 5 meetings in FY2024; each director attended ≥75% of board and relevant committee meetings |
| Committee activity | Audit met 4x; Compensation 1x; Nominating 1x in FY2024 |
Fixed Compensation (Director)
| Metric (FY ended Mar 31, 2024) | Amount | Notes |
|---|---|---|
| Cash retainer (annual) | $0 | No cash fees recorded for directors |
| Committee/meeting fees | Not disclosed | No separate fees disclosed |
| Equity grant (options) | $51,300 | Grant-date fair value; each director received options to purchase 45,000 shares; 10-year term |
| Additional grant (Carey) | N/A for Lucera | Carey received an extra 45,000 options due to added strategic support |
Change-of-control: Director option agreements include automatic vesting of any unvested stock options upon a change-of-control trigger .
Performance Compensation (Director)
| Component | Structure | Performance Metrics |
|---|---|---|
| Stock options | Standard time-based options; each director granted 45,000 options in FY2024; 10-year expiration | No director-specific performance metrics disclosed tied to grants |
Other Directorships & Interlocks
| Company | Relationship to XAIR | Potential Interlock/Conflict Consideration |
|---|---|---|
| Editas Medicine, Inc. | None disclosed | External full-time CEO role may increase time commitments; XAIR maintains independence status |
| SAB Biopharmaceutics, Inc. | None disclosed | No supplier/customer/competitor link disclosed with XAIR |
Expertise & Qualifications
- Deep finance and capital markets experience (CFO roles, investment banking/asset management) .
- Designated audit committee financial expert; strong oversight of internal controls and reporting .
- Life sciences operating background spanning development, commercialization, and transactions .
Equity Ownership
| Metric | Oct 11, 2024 (Record Date) | Apr 23, 2025 (Record Date) |
|---|---|---|
| Total beneficial ownership (shares) | 157,358 | 192,358 |
| Ownership % of outstanding | <1% (out of 72,187,636 shares) | <1% (out of 86,369,869 shares) |
| Vested options included | 113,750 vested options | 148,750 vested options |
| Aggregate option holdings | 210,000 options outstanding as of Mar 31, 2024 | Not updated (no total provided for 2025) |
Governance Assessment
Key positives:
- Independent director with substantial finance and life sciences experience; chairs Audit and Nominating, and serves on Compensation .
- Formally designated audit committee financial expert; audit committee mandate includes robust related-party transaction oversight and internal controls .
- Clawback policy adopted effective Oct 2, 2023, aligned with SEC/Nasdaq Rule 5608 (applies to incentive compensation upon restatement) .
Watchpoints and potential red flags:
- Board leadership combines CEO and Chairman with no Lead Independent Director, which can weaken independent board oversight .
- Hedging policy: only public puts/calls are prohibited and require pre-clearance; broader hedging transactions are generally permitted, which may reduce alignment if used (requires careful monitoring) .
- Equity plan revisions: Seventh Amended Plan authorizes the Board to reprice options/SARs without shareholder approval (subject to Nasdaq pricing floors), which is shareholder-unfriendly if used; rationale cited was widespread “underwater” options and retention needs .
- Attendance disclosure is minimum threshold (≥75%) rather than exact rates; given Lucera’s external CEO role, ongoing attendance and engagement should be monitored .
- Prior association with a company that entered bankruptcy (Valeritas) noted in legal proceedings section; not a disqualifier but relevant background for risk awareness .
Related-party transactions/conflicts:
- No specific related-party transactions involving Lucera are disclosed; audit committee pre-approves and manages any such transactions with recusal requirements .
Director compensation alignment:
- FY2024 director pay consisted solely of option grants (no cash), aligning directors with equity outcomes; however, absence of performance-based equity and potential repricing authority dilute pay-for-performance rigor .
Board effectiveness signals:
- Active committee chair roles (Audit/Nominating) and financial expertise support effective oversight during a period of capital structure actions (authorized shares increase, warrant approvals) and listing compliance challenges .
Operational and listing context:
- Company pursued authorized share increase and warrant issuance approvals to facilitate financing; later sought reverse split authority to address Nasdaq minimum bid price compliance risk—underscoring importance of rigorous audit and governance oversight .
Overall, Lucera’s independence, committee leadership, and finance expertise are governance strengths. Monitoring is advised around board leadership structure, hedging permissibility, and equity award repricing authority to protect investor alignment .