William Lis
About William Lis
William David Lis, age 60, is an Independent Director of Zai Lab, serving since 2018 and currently a member of the Nominating and Corporate Governance Committee . He brings 30+ years of biopharma leadership and product development experience, and holds a B.S. from the University of Maryland . He was nominated for re‑election at the 2025 AGM and received 788,422,019 votes “For,” 5,641,211 “Against,” and 444,970 abstentions (approx. ~99% support of votes cast) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tr1x Biotherapeutics, Inc. | Chief Executive Officer; Director | May 2023–Present | Executive leadership of biotech platform |
| Jasper Therapeutics, Inc. (NASDAQ) | Executive Chairman; previously CEO & Executive Chairman | Exec Chair: Mar 2022–May 2023; CEO & Exec Chair: Nov 2019–Mar 2022 | Led public company through transitions |
| Eidos Therapeutics, Inc. (NASDAQ) | Director | Dec 2018–Jan 2021 (acquired by BridgeBio) | Board service during acquisition period |
| Portola Pharmaceuticals, Inc. (acquired by Alexion) | CEO & Director; COO; CBO | CEO & Director: Dec 2009–Aug 2018; COO: 2009; CBO: 2008–2009 | Took company through development/commercial milestones; transaction to Alexion in 2020 |
| Scios, Inc. (J&J) | SVP New Product Development & Business Development | 2003–2008 | Advanced pipeline/product strategy |
| Millennium Pharmaceuticals (COR Therapeutics) | Roles in sales, marketing, medical affairs, BD | 1998–2003 | Commercial and BD experience across functions |
External Roles
| Organization | Type/Exchange | Role | Dates |
|---|---|---|---|
| Jasper Therapeutics, Inc. | Public – NASDAQ | Director | Current (roles since 2019; Executive Chair through May 2023) |
| Tr1x Biotherapeutics, Inc. | Private | CEO; Director | May 2023–Present |
Board Governance
- Committee assignment: Member, Nominating and Corporate Governance Committee; the committee met four times in 2024 and oversees director independence, conflicts, board/committee composition, evaluations, succession planning, and ESG oversight .
- Independence: The Board determined all directors other than the CEO are independent under Nasdaq and HK rules; there are no family relationships among directors or executives .
- Attendance and engagement: The Board met four times in 2024; each incumbent director attended at least 75% of aggregate Board and committee meetings; independent directors hold regular executive sessions .
- Board leadership: Chair/CEO roles are combined; a Lead Independent Director (John D. Diekman) provides counterbalance and leads independent sessions .
- 2025 shareholder support: Lis was re‑elected with 788,422,019 “For” vs 5,641,211 “Against” and 444,970 abstentions at the 2025 AGM .
Fixed Compensation
| Component | Policy/Amount | 2024 Amount for W. Lis |
|---|---|---|
| Annual cash retainer | $50,000 for each non-employee director | $50,000 (included in fees) |
| Committee membership fees | Nominating & Corporate Governance member: $6,125 | $6,125 |
| Total cash fees | Sum of retainers/fees | $56,125 |
Director compensation policy also provides additional retainers for Lead Independent ($35,000), Audit Chair ($25,000) and members ($12,500), Compensation Chair ($20,000) and members ($10,000), R&D Chair ($15,000) and members ($7,500), Commercial Chair ($15,000) and members ($7,500) .
Performance Compensation
| Equity Vehicle | Grant Value/Mechanics | Vesting | 2024 Grant Value | Unvested as of 12/31/2024 |
|---|---|---|---|---|
| Restricted Shares (under 2024 Plan) | Annual grant sized at $400,000 divided by Nasdaq ADS close on grant date (rounded down) | Vests 100% on 1st anniversary, subject to continued service | $399,981 (grant date fair value) | 21,253 ADSs unvested (each ADS = 10 ordinary shares) |
- No performance-conditioned equity metrics are disclosed for director grants; director equity is time-vested only .
- 2024 total compensation for Lis: $456,106 (cash $56,125; stock awards $399,981). Equity constituted ~88% of total; cash ~12% .
Other Directorships & Interlocks
| Company | Relationship to Zai Lab | Notes |
|---|---|---|
| Jasper Therapeutics, Inc. | None disclosed | Current public company directorship for Lis . No related-party transactions with Jasper disclosed by Zai Lab . |
| Tr1x Biotherapeutics, Inc. | None disclosed | Lis is CEO; no related-party transactions with Zai Lab disclosed . |
| Eidos Therapeutics, Portola Pharmaceuticals | Historical | Prior roles/board service; no current interlocks; acquisitions completed (BridgeBio 2021; Alexion 2020) . |
Zai Lab’s related-party disclosures for 2024–2025 involve MEDx (family relation to CEO) and a license with Zenas BioPharma (CEO/Chair is fellow director Leon Moulder) and were approved per policy; no transactions involving Mr. Lis were disclosed .
Expertise & Qualifications
- Extensive biopharma leadership (CEO and board roles at Portola, Jasper; current CEO of Tr1x) with business, financial, and product development expertise .
- Prior commercial, medical affairs, and BD experience at Millennium/COR, Scios/J&J .
- Academic credential: B.S., University of Maryland .
Equity Ownership
| Measure | Amount |
|---|---|
| Beneficial ownership (SEC basis, ADSs) | 38,089 ADSs; less than 1% of outstanding |
| Hong Kong SFO interest (ordinary shares) | 484,860 ordinary shares (note: HK reporting counts ordinary shares; one ADS = 10 ordinary shares) |
| Unvested restricted shares (ADSs) | 21,253 ADSs as of 12/31/2024 |
| Hedging/Pledging | Directors are prohibited from hedging or pledging Company shares under the insider trading policy |
Governance Assessment
- Independence and committee effectiveness: Independent director; active on Nominating & Corporate Governance Committee, which met four times in 2024 and oversees director independence, conflicts, succession, and ESG—supportive of board effectiveness and oversight .
- Attendance and engagement: Met the ≥75% attendance expectation across Board/committee meetings; Board held four meetings; independent director executive sessions occur regularly—indicates baseline engagement .
- Shareholder support: Strong re‑election support at the 2025 AGM (788,422,019 “For” vs 5,641,211 “Against”; 444,970 abstentions), signaling investor confidence in his continued service .
- Pay alignment: Director pay mix is equity-heavy (c. $400k time-vested restricted shares vs ~$56k cash), aligning interests with shareholders; no meeting fees; straightforward one-year vesting promotes retention and alignment without complex performance structures .
- Conflicts and related-party exposure: No related-party transactions disclosed involving Mr. Lis; the Audit Committee oversees a robust related-party policy, and recent related-party items (MEDx; Zenas) involved other directors, were reviewed/approved, and excluded interested directors per policy .
- Risk controls: Anti-hedging and anti-pledging policies apply to directors; Company maintains clawback policy and code of ethics—positive alignment signals .
- Board structure context: Combined Chair/CEO model is mitigated by a designated Lead Independent Director with defined authorities—partially addresses independence concerns at the leadership level .
RED FLAGS: None specifically identified for Mr. Lis in disclosed materials (no related-party transactions, no Section 16 filing issues, adequate attendance) .