Mojdeh Poul
ALIGN TECHNOLOGYAbout Mojdeh Poul
Independent director at Align Technology (ALGN) since 2023; age 62. Currently serves on the Audit Committee (appointed February 2024). Background includes 30 years in healthcare leadership across 3M, Medtronic, and other medtech firms; education includes an MBA (UNC Chapel Hill) and MS/BS in Mechanical Engineering (University of Louisville) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Integra LifeSciences Holdings Corporation | President & CEO; Director | 2025–Present | Public-company CEO; capital allocation, operations leadership |
| 3M Healthcare Business Group | EVP & Group President | 2019–2022 | Portfolio transformation; commercial excellence |
| 3M | Various global executive leadership positions | 2011–2018 | Global P&L and operations management |
| Medtronic | Global business leadership positions | 2005–2011 | Medical technology growth |
| ev3 | Marketing leadership | Prior years | Medical device marketing |
| Boston Scientific | Global marketing leadership | Prior years | Medtech commercialization |
| Teleflex Medical | Management positions | Prior years | Operations/management |
| GE Plastics | Engineering positions | Prior years | Engineering foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Integra LifeSciences | President & CEO; Director | 2025–Present | Active public-company CEO |
| iRhythm Technologies | Director | 2023–2025 | Not standing for re-election in 2025 |
| Stanley Black & Decker | Director | 2021–2025 | Not standing for re-election in 2025 |
| CeramTec | Advisory Committee | 2022–Present | Advanced materials advisory |
Board Governance
- Independence: Board determined all directors other than the CEO are independent; all committee members are independent. Poul is an independent director .
- Committee assignments: Audit Committee member (since Feb 2024). Audit oversees financial reporting, internal controls, auditor independence, ethics (ABAC program), cybersecurity, and data privacy, with regular briefings from CISO and privacy/AI experts .
- Attendance: In 2024, each director attended at least 75% of aggregate Board/committee meetings; Board met six times; independent directors held four executive sessions .
- Elections and structure: Annual director elections; majority voting standard; separate Chair and CEO roles; independent Chair .
- Stockholder engagement and governance upgrades: Ongoing outreach; ESG oversight; clawback policy; proxy access; sustainability disclosures; human capital oversight .
Fixed Compensation
| Component | Policy/Amount | FY2024 Detail |
|---|---|---|
| Board annual cash retainer | $50,000 | Applies to non-employee directors |
| Audit Committee member retainer | $13,500 | Applies to Audit members |
| Meeting fees | None disclosed | Not part of program |
| Total cash received (Poul) | $61,250 | FY2024 fees earned |
Performance Compensation
- Equity grants: Annual RSUs for non-employee directors; no performance conditions. FY2024 awards granted May 22, 2024 at $261.12 per share; Poul received 1,148 RSUs (grant-date fair value ~$299,766). Vest 100% at earlier of one-year anniversary or next annual meeting (expected May 21, 2025) .
- No director options or PSUs; no TSR/financial metrics tied to director pay .
Other Directorships & Interlocks
- Current CEO role at Integra LifeSciences introduces time-commitment considerations; ALGN’s Nominating & Governance Committee reviews director time commitments annually .
- Stepping off iRhythm and Stanley Black & Decker boards in 2025 reduces potential overboarding risk .
- No ALGN-related party transactions disclosed involving Poul; related-party transactions require Audit Committee approval under ALGN policy .
Expertise & Qualifications
- Deep healthcare/medtech leadership; corporate strategy, M&A, global P&L/operations, and commercial excellence .
- Technical foundation (Mechanical Engineering) supports audit oversight of technology, operations, and risk. Education: MBA (UNC Chapel Hill); MS/BS Mechanical Engineering (University of Louisville) .
- Audit Committee remit covers cybersecurity, data privacy, ABAC compliance—aligned with her operational risk experience .
Equity Ownership
| Holder | Outstanding Shares Beneficially Owned | RSUs/MSUs Vesting On/Before May 23, 2025 | Total Beneficially Owned | % Outstanding |
|---|---|---|---|---|
| Mojdeh Poul | 660 | 1,148 | 1,808 | <1% |
- Stock ownership guidelines: Non-employee directors must hold $400,000 in ALGN stock; all directors were in compliance as of Dec 31, 2024. Hedging/pledging prohibited; short-selling and margin accounts prohibited .
Governance Assessment
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Strengths:
- Independence and Audit Committee service with explicit oversight of cybersecurity, privacy, and ABAC compliance—areas material to ALGN’s digital platform and data footprint .
- Director compensation structure aligns with shareholder interests via time-based equity; no options or one-time awards; careful equity burn management .
- Ownership alignment through meaningful director stock guidelines and prohibition of hedging/pledging .
-
Potential conflicts/risks:
- Executive time commitments as a sitting public-company CEO (Integra). ALGN reviews director time commitments; Poul’s exit from two other boards mitigates overboarding risk .
- No specific related-party transactions disclosed involving Poul; ALGN’s policy requires Audit Committee review if any arise—ongoing monitoring recommended .
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Attendance/engagement:
- Board-level attendance thresholds met; independent executive sessions held four times in 2024—supports independent oversight .
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Compensation alignment:
- Director pay is balanced (cash + RSUs); Poul’s FY2024 compensation was $361,016 total, with RSUs vesting on an annual cycle—encourages medium-term alignment without short-term targets .
RED FLAGS: None disclosed specific to Poul. Monitor time-commitment as Integra CEO and any future related-party transactions. Continue oversight of cybersecurity and data privacy given ALGN’s increasing AI/data footprint .