Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-10-13

Galectin Therapeutics (GALT)

CEO Joel Lewis was paid $1,174,782 in fiscal year 2025, ↓ down 1.3% from fiscal year 2024 (SEC filing 0001140361-26-039379 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$1,174,782 ↓
Joel Lewis total, FY2025
—
CEO pay percentile vs peers
—
CEO-to-median pay ratio
97.53%
Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- Joel Lewis (Chief Executive Officer & President), FY2025 total compensation $1,174,782 (base salary $624,000) [exec_comp, SEC accession 0001140361-26-039379, filed 2026-10-13]

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GALT's next annual pay disclosure, estimated October 4, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Joel Lewis$624,000$312,000$182,763———$56,019$1,174,782
Chief Executive Officer & President
Jack Callicutt400,000220,000130,545———56,019806,564
Chief Financial Officer

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Joel Lewis$1,174,782$1,189,674$963,647↓ −14,892
Jack Callicutt806,564716,945561,419↑ +89,619

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against GALT
1 company names GALT as a compensation peer

Each company listed discloses GALT in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named GALT in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01b

Executives — the named officers

One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.

ExecutiveRoleFY2025 total
Joel LewisCEO$1,174,782
Khurram Jamil, M.D.Chief Medical Officer$945,847
Jack CallicuttCFO$806,564
01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Benjamin S. Carson Sr., M.DDirector$92,260
Elissa J. Schwartz, Ph.DIndependent Director$95,760
Gilbert F. Amelio, Ph.DIndependent Director$107,760
Gilbert S. Omenn, M.D., Ph.DIndependent Director$102,260
Harold H. Shlevin, Ph.DIndependent Director—
Kary EldredIndependent Director$99,760
Kevin D. FreemanIndependent Director$108,260
Marc Rubin, M.DIndependent Director$95,760
Richard A. ZordaniIndependent Director$107,260
Richard E. UihleinIndependent Director$92,260
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Joel LewisOption45,5001.23—
Jack CallicuttOption65,0001.72—
Jack CallicuttOption32,5001.23—
05

Incentive-plan design — the Compensation Discussion & Analysis

The Company provides a competitive total compensation package through a combination of base salary, annual performance bonuses, and long-term equity awards to attract, retain, and reward qualified executives. The program is designed to align executive interests with corporate success and stockholder interests by making a portion of compensation dependent upon performance and including long-term equity incentives.

CEO STI target (% of salary)50%
CEO LTI target (% of salary)—
Independent consultantBarney & Barney LLC
Clawback policyTrue
Anti-hedgingFalse
Anti-pledgingfalse
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-12-0325,260,489639,415310,42097.53%Passed
20222022-12-0116,271,9591,450,200428,14091.82%Passed
20192019-12-0420,584,9692,767,101557,41688.15%Passed
20162016-12-1510,263,034844,997142,82392.39%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20252025-12-0397.53%a
20222022-12-0191.82%b
20192019-12-0488.15%c

a. Voting standard not stated in the filing.

b. Voting standard not stated in the filing.

c. Voting standard not stated in the filing.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Kevin D. FreemanIndependent · Compensation · Audit · Nominating and Corporate Governance$56,000$0$52,260$0$0$108,260
Gilbert F. Amelio, Ph.DIndependent · Compensation · Nominating and Corporate Governance (Chair)55,500052,26000107,760
Richard A. ZordaniIndependent · Audit (Chair)55,000052,26000107,260
Gilbert S. Omenn, M.D., Ph.DIndependent · Compensation (Chair)50,000052,26000102,260
Kary EldredIndependent · Audit47,500052,2600099,760
Marc Rubin, M.DIndependent · Departed during FY43,500052,2600095,760
Elissa J. Schwartz, Ph.DIndependent · Nominating and Corporate Governance43,500052,2600095,760
Benjamin S. Carson Sr., M.DIndependent · Nominating and Corporate Governance40,000052,2600092,260
Richard E. UihleinIndependent · Board Chair040,00052,2600092,260
Harold H. ShlevinIndependent40,000052,2600092,260
Joel LewisEmployee director—————0
Henry Brem, M.DNewly elected——————
09

Board fee structure and ownership guideline

Annual cash retainer$35,000
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)7,500 / 5,000 / 3,500
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$431,000
Equity awards (grant-date value)$40,000
All other compensation$0
Total cost of the board$471,000

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Galectin Therapeutics2025Joel Lewis$624,000$182,763——$1,174,782

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10d

Frequently asked questions

Who was the highest-paid executive at Galectin Therapeutics in fiscal 2025?
As disclosed, Joel Lewis (Chief Executive Officer & President) was the highest-paid executive at Galectin Therapeutics in fiscal 2025, with total compensation of $1,174,782.
How did shareholders vote on Galectin Therapeutics's executive compensation?
As disclosed, 97.53% of shareholders supported Galectin Therapeutics's executive compensation in the latest say-on-pay vote.
How much does Galectin Therapeutics spend in total on board compensation for fiscal 2025?
As disclosed, Galectin Therapeutics reported total board compensation of $471,000 for fiscal 2025.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Joel LewisDEF 14A2026-10-130001140361-26-039379Section “SUMMARY COMPENSATION TABLE” · page 29. As printed: 1,174,782. Filing ↗
2Section 01, Jack CallicuttDEF 14A2026-10-130001140361-26-039379Section “SUMMARY COMPENSATION TABLE” · page 29. As printed: 806,564. Filing ↗
3Section 08, Kevin D. FreemanDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 108,260. Filing ↗machine: span 327443–327622
4Section 08, Gilbert F. Amelio, Ph.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 107,760. Filing ↗machine: span 317298–317477
5Section 08, Richard A. ZordaniDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 107,260. Filing ↗machine: span 348093–348271
6Section 08, Gilbert S. Omenn, M.D., Ph.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 102,260. Filing ↗machine: span 331151–331330
7Section 08, Kary EldredDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 99,760. Filing ↗machine: span 324222–324440
8Section 08, Marc Rubin, M.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 95,760. Filing ↗machine: span 334333–334551
9Section 08, Elissa J. Schwartz, Ph.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 95,760. Filing ↗machine: span 338076–338294
10Section 08, Benjamin S. Carson Sr., M.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 92,260. Filing ↗machine: span 320493–320711
11Section 08, Richard E. UihleinDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 92,260. Filing ↗machine: span 345038–345256
12Section 08, Harold H. ShlevinDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 92,260. Filing ↗machine: span 341305–341523
13Section 08, Joel LewisDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: 0. Filing ↗
14Section 08, Henry Brem, M.DDEF 14A2026-10-130001140361-26-039379Section “Director Compensation”. As printed: —. Filing ↗
15Section 06, 2025 voteForm 8-K2025-12-080001140361-25-044711Item 5.07 · say-on-pay result. As reported: 97.53% (votes for as printed: 25,260,489). Filing ↗
16Section 06, 2022 voteForm 8-K2022-12-060001140361-22-044533Item 5.07 · say-on-pay result. As reported: 91.82% (votes for as printed: 16,271,959). Filing ↗
17Section 06, 2019 voteForm 8-K2019-12-060001193125-19-307822Item 5.07 · say-on-pay result. As reported: 88.15% (votes for as printed: 20,584,969). Filing ↗
18Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
19Section 09b board cost (computed)Computed——Cash 431,000 + equity 40,000 + all other 0 = 471,000, summed across the director compensation table rows.machine: formula: Σ = 471,000
20Galectin Therapeutics (subject), Section 10b CEO totalDEF 14A2026-10-130001140361-26-039379CEO total compensation as printed in Galectin Therapeutics's own proxy. As printed: 1,174,782. Filing ↗