Huron Consulting Group Appoints Dr. L. Thomas Richards to Board of Directors

Background and Professional Experience of the New Director

Dr. L. Thomas Richards brings a multifaceted professional background spanning healthcare, life sciences innovation, and executive leadership. Most recently, he served as Chair of the Board of Directors of WittKieffer, an executive search and leadership advisory firm that specializes in serving the healthcare, higher education, and life sciences sectors. His career demonstrates a consistent focus on emerging technologies and innovation-driven growth within the life sciences industry, positioning him with relevant expertise for a consulting group operating in those sectors.

Throughout his career, Richards has held several significant operational leadership positions in the life sciences space. He served as Interim Chief Executive Officer of One BioMed, a molecular tools company, and as Chief Executive Officer of TessArae, a molecular diagnostics company. More recently, he has worked as a Senior Advisor to multiple life sciences technology firms, including Metis Genetics, a technology-enabled genetic counseling company, One BioMed, and Nanomix, a point-of-care diagnostic testing company. His advisory work extends to venture capital and private equity investors operating across the life sciences sector, giving him insight into capital allocation and emerging business models in healthcare innovation.

Academic Medicine and Early Career in Investment Banking

Beyond his life sciences industry experience, Richards has a strong foundation in academic medicine and investment banking. He practiced as an emergency physician and served as an assistant professor at two prestigious institutions: Stanford University and the University of California, San Francisco. This clinical background combined with scientific training provides him with credibility in healthcare-related consulting matters and understanding of the operational challenges facing medical institutions and life sciences organizations.

Early in his career, Richards worked as an investment banker in the mergers and acquisitions groups at three major financial institutions: Lazard Frères, UBS, and SG Cowen. This M&A background is relevant to a consulting firm focused on strategy and transformation, as it demonstrates experience with complex corporate transactions and financial advisory work. Richards previously served on the board of directors of Cowen Group, Inc., a publicly traded financial services firm, as well as on the boards of TessArae and One BioMed. These board experiences across both public and private companies indicate a track record of governance involvement in the sectors where Huron operates.

Educational Credentials and Board Memberships

Dr. Richards holds advanced degrees from leading academic institutions. He received his M.D. from Harvard Medical School, an M.Phil. from the University of Sydney, and a B.A. from Yale University. He is board-certified as a physician in Emergency Medicine, underscoring his formal qualifications in the medical field. These credentials demonstrate both breadth of education and depth of training in healthcare and scientific disciplines relevant to Huron's consulting work in the life sciences and healthcare sectors.

Beyond his professional responsibilities, Richards serves on the boards of two non-profit organizations: The World Telehealth Initiative and the Surfrider Foundation. These board positions reflect his engagement in mission-driven work across healthcare innovation and environmental stewardship. The disclosure indicates that there are no arrangements or understandings between Richards and any other persons pursuant to which he was elected as a director, and that he has no direct or indirect material interest in any transaction required to be disclosed under securities regulations.

Committee Assignments and Governance Roles

Dr. Richards has been appointed to three key board committees at Huron, effective upon his election on July 23, 2026. He will serve on the Nominating and Corporate Governance Committee, which typically handles director nominations, corporate governance matters, and board evaluation. He will also serve on the Finance and Capital Allocation Committee, which oversees financial strategy, capital allocation, and financial reporting matters. Additionally, he will serve on the Technology and Information Security Committee, which addresses technology strategy, cybersecurity, and information systems governance.

These three committee assignments suggest that the Board has positioned Richards to contribute across governance, financial strategy, and technology oversight. His background in life sciences innovation and emerging technologies, combined with his M&A and financial advisory experience, aligns with the responsibilities of these committees. His service on the Technology and Information Security Committee is particularly notable given his demonstrated focus on technology-enabled companies and innovation-driven growth throughout his career in the life sciences sector.

Compensation Structure for Non-Employee Directors

Dr. Richards will receive compensation in accordance with Huron's non-employee director compensation practices as described in the Company's 2026 Annual Proxy Statement, filed with the Securities and Exchange Commission on March 20, 2026. The compensation structure for Richards includes multiple components designed to align director interests with shareholder value and provide appropriate remuneration for board service. The annual cash retainer is $80,000, reflecting a base level of compensation for all directors at the company.

In addition to the base retainer, Richards receives committee service retainers of $7,500 for each of the three committees on which he serves. Since he is appointed to the Nominating and Corporate Governance Committee, the Finance and Capital Allocation Committee, and the Technology and Information Security Committee, he will receive three separate annual retainers totaling $22,500 in committee compensation. These committee fees are in addition to the base $80,000 annual cash retainer, providing additional compensation for the specific responsibilities and time commitments associated with committee service at Huron.

Restricted Stock Grant and Proration Terms

A significant component of director compensation at Huron is an annual grant of restricted stock provided on the date of the Company's annual meeting. The standard annual value of this restricted stock grant is $180,000. However, because Dr. Richards joined the Company within six months following the Company's most recent annual meeting, his initial restricted stock grant has been prorated to reflect his mid-year appointment date. As a result, Richards will receive half of the standard annual grant amount, which equals $90,000 in restricted stock value.

This prorated restricted stock grant will be issued on August 1, 2026, and will vest fully on the first anniversary of the grant date, which would be August 1, 2027. Richards's initial cash retainer has also been prorated to reflect his appointment date of July 23, 2026, ensuring that his compensation is adjusted proportionally for the portion of the year during which he serves as a director. This proration approach is a standard practice for directors appointed between annual meetings, ensuring equitable treatment while maintaining consistency with the company's compensation policies.

Term and Re-Election Prospects

Dr. Richards has been elected to serve as a director until the 2027 Annual Meeting of Stockholders of Huron. This one-year initial term is standard for newly appointed directors at many public companies. The disclosure explicitly states that Richards will stand for re-election at the 2027 Annual Meeting, indicating that shareholders will have the opportunity to vote on his continued service on the Board at that time. This aligns with corporate governance best practices requiring director nominees to seek shareholder approval periodically.

The appointment of Richards as a director does not indicate any changes to the composition or size of Huron's Board, as the disclosure focuses solely on his election and does not mention any departures or restructuring of board composition. His election represents an addition of expertise and perspective to the Board's composition, particularly in life sciences, healthcare innovation, and technology-focused sectors where Huron provides consulting services. Investors may be watching to see how Richards's background in emerging technologies and life sciences strategy influences the Board's oversight of the company's service offerings and strategic direction in those areas.

Absence of Related-Party Transactions and Conflicts of Interest

The disclosure includes standard representations regarding potential conflicts of interest and related-party transactions. The filing states that there are no arrangements or understandings between Dr. Richards and any other persons pursuant to which he was elected as a director. This language is intended to assure shareholders that Richards's election was based on qualifications and merit rather than on special agreements or arrangements with existing board members or management. Such representations are required under securities regulations and provide transparency regarding the director nomination process.

Additionally, the disclosure confirms that Dr. Richards has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. This statement addresses potential conflicts of interest, such as related-party transactions, loans, or other dealings between the director and the company. The absence of such material interests at the time of his election represents compliance with securities regulations and governance standards, though it does not preclude future transactions that would need to be disclosed if they meet materiality thresholds or involve specified types of relationships.