Amanda Williams
About Amanda Williams
Amanda Williams (age 47 as of April 30, 2025) has served as an independent director of ACON since April 21, 2022. She is Senior Vice President for Clinical and Regulatory at MedAlliance (a Cordis company) since August 2023; previously SVP Clinical, Quality & Regulatory at ViewRay (Nasdaq: VRAY) from September 2018 to May 2023, Head of Regulatory at Philips (Dec 2017–Sep 2018), and senior clinical/regulatory roles at The Spectranetics Corp. and AGA Medical. She holds an M.S. in Regulatory from Northeastern University and a B.S. in Chemistry from the University of Minnesota .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MedAlliance (Cordis company) | SVP Clinical & Regulatory | Aug 2023–Present | Clinical and regulatory leadership for Selution DCB programs |
| ViewRay, Inc. (Nasdaq: VRAY) | SVP Clinical, Quality & Regulatory | Sep 2018–May 2023 | Oversaw MRI-guided radiation therapy clinical/regulatory functions |
| Philips (Image Guided Therapy Devices & Systems) | Head of Regulatory | Dec 2017–Sep 2018 | Led regulatory strategy for devices/systems |
| The Spectranetics Corp. (now Philips) | Senior Director; Vice President, Clinical & Regulatory | 2010–2013; 2013–2017 | Led teams completing multiple global randomized clinical studies |
| AGA Medical (now Abbott) | Manager/Director of Regulatory | 2003–2010 | Implantable heart defect devices regulatory leadership |
| Vascular Solutions | Regulatory Specialist | Prior to 2003 | Regulatory support |
| GE–Osmonics | Chemist | Prior to 2003 | Chemistry role |
External Roles
| Organization | Role | Board Seat? | Notes |
|---|---|---|---|
| MedAlliance (Cordis company) | SVP Clinical & Regulatory | No board seat disclosed | Current operating role |
| Public company directorships | — | None disclosed | No other public company boards disclosed in proxy |
Board Governance
| Committee | Role | Chair? | Meetings (FY 2023) | Meetings (FY 2024) |
|---|---|---|---|---|
| Audit | Not a member | — | 7 | 5 |
| Compensation | Member | No | 6 | 2 |
| Nominating & Corporate Governance | Chair | Yes | 2 | 1 |
- Independence: The board determined all members except Jeff Thramann, Brent Ness, and David Neal are independent; Amanda Williams is independent under Nasdaq and SEC rules .
- Attendance: In FY 2024, the full board met 6 times; each director attended at least 75% of the aggregate board and committee meetings on which they served .
- Lead Independent Director: The board uses a combined chair/executive structure; William Wesemann serves as Lead Independent Director to provide independent board leadership .
Fixed Compensation
| Component | 2024 Policy | Amanda Williams – 2024 Actual ($) |
|---|---|---|
| Annual cash retainer (Board) | $25,000 (paid quarterly, pro-rated) | Included in total $35,000 |
| Committee membership fee | $5,000 per committee | Included in total $35,000 (member of Compensation; chair/member of Nominating & Governance) |
| Committee chair fee | $15,000 for Audit Committee chair (only audit chair specified) | $0 (not Audit chair) |
| Equity grants to directors | None in 2024 | $0 |
| Meeting fees | Not disclosed | — |
- 2024 Director Compensation Table (actual): Amanda Williams earned $35,000 in cash; no stock or option awards in 2024 .
Performance Compensation
| Metric | FY 2022 | FY 2024 |
|---|---|---|
| Stock awards (fair value) | $0 | $0 |
| Option awards (grant-date fair value) | $104,218 | $0 |
| Vesting schedule details | Not disclosed for directors | Not applicable |
- Committee interlocks: None—no current compensation committee member has served as an ACON officer; no interlocking relationships disclosed .
- Clawback policy: Company adopted a compensation clawback policy effective Dec 1, 2023; Audit Committee determined no recoveries were required given no performance-based compensation tied to reported financial results in prior three years .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Public company boards (current) | None disclosed for Amanda Williams |
| Private/non-profit/academic boards | Not disclosed for Amanda Williams |
| Interlocks/overlaps with competitors/suppliers/customers | Not disclosed; company applies related person transaction approval via Audit Committee |
| Related party transactions | None disclosed for FY 2024 |
Expertise & Qualifications
- Clinical and regulatory leadership across cardiovascular devices, imaging/treatment capital equipment, and combination drug/device products .
- Led multiple global randomized clinical studies at Spectranetics, indicating trial execution and regulatory approval experience .
- Education: M.S. in Regulatory (Northeastern University); B.S. in Chemistry (University of Minnesota) .
Equity Ownership
| Date (As of) | Beneficial Ownership (Shares) | Approx. % of Outstanding | Breakdown Notes |
|---|---|---|---|
| Sep 30, 2023 | 33,250 | 0.4% | Aggregate beneficial ownership; breakdown not detailed |
| Nov 30, 2024 | 3,609 | <1% (asterisk noted) | Includes 3,609 vested options; excludes 328 unvested options |
| May 9, 2025 (post 2025 stock splits) | “*” (less than one share) | “*” (less than 1%) | Calculations based on 582,371 shares outstanding |
- Trading, pledging, hedging: Insider trading policy expressly prohibits derivative transactions by executive officers and directors (except transactions involving publicly traded common stock warrants); 10b5-1 plans permitted; policy highlights risks of margin accounts/pledging but does not state a categorical pledge ban in the excerpt .
Governance Assessment
- Strengths: Independent director serving as chair of Nominating & Governance and member of Compensation, with documented committee activity (Nom/Gov: 1 meeting in 2024; Compensation: 2 meetings) . Clinical/regulatory expertise aligns with ACON’s healthcare technology focus . Attendance threshold met (≥75%) . Lead Independent Director structure provides counterbalance to combined chair/executive model . No related-party transactions disclosed; Section 16(a) compliance timely in 2024 .
- Alignment and incentives: Director compensation in 2024 was entirely cash ($35,000) with no equity awards, reducing direct equity alignment versus 2022 when options were granted (grant-date fair value $104,218) . Beneficial ownership declined materially through 2024 into 2025 (post reverse splits showing less than one share), signaling limited “skin-in-the-game” at present .
- Potential watch items: Low committee meeting frequency in 2024 (Comp: 2; Nom/Gov: 1) relative to 2023 (Comp: 6; Nom/Gov: 2) may indicate constrained cadence—monitor for adequacy of oversight in a fast-changing environment . Combined chair/executive leadership remains a structural governance risk; mitigations via lead independent director should be observed in practice .
- Policy safeguards: Clawback policy in place (effective Dec 1, 2023) and insider trading policy restricting derivatives; Audit Committee pre-approves related-person transactions and oversees risk management .