Wesley Johnson Jr.
About Wesley E. Johnson, Jr.
Independent director at AngioDynamics (ANGO) since 2007; age 67. He chairs the Audit Committee, is designated the Board’s “audit committee financial expert,” and also serves on the Nominating, Compliance & Corporate Governance Committee. Johnson holds a B.B.A. in Accounting from Texas A&M University and has been a CPA since 1981, with prior CEO/CFO operating and financial leadership roles across medical device companies. The Board affirms his independence under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Admittance Technologies, Inc. | Chief Executive Officer and Director | Feb 2013 – Nov 2019 | Led a medical device company; operating CEO experience |
| Cardiokinetix, Inc. | President, CEO and Director | Feb 2008 – May 2012 | Led CHF device developer; CEO experience |
| Abbott Spine, S.A. (Abbott Laboratories) | General Manager | Oct 2005 – Feb 2008 | P&L/operations leadership in spine division |
| Abbott Spine (Abbott Laboratories) | Division Vice President, Finance | Jun 2003 – Oct 2005 | Division finance leadership |
| Spinal Concepts | VP Operations & CFO | May 1999 – Jun 2003 | Operations and finance leadership |
| RITA Medical Systems, Inc. | Director; Chair, Audit Committee | 2003 – 2007 | Public company board/audit leadership |
| Urologix, Inc. | Public company CFO | Not disclosed | Public company CFO experience |
| Orthofix, Inc. (formerly American Medical Electronics, Inc.) | Public company CFO | Not disclosed | Public company CFO experience |
External Roles
| Company/Organization | Role | Status/Timing | Notes |
|---|---|---|---|
| RITA Medical Systems, Inc. (public) | Director; Chair, Audit Committee | 2003 – 2007 | Prior public board service; no current public boards disclosed for Johnson in ANGO’s 2025 proxy |
Board Governance
- Independence: Independent under Nasdaq standards; 7 of 8 directors independent .
- Committee assignments and chair roles: Chair, Audit Committee; Member, Nominating, Compliance & Corporate Governance Committee .
- Financial expert: Identified by the Board as an “audit committee financial expert” .
- Attendance: Board met 4 times; each director attended >75% of Board and committee meetings to which they were assigned (Johnson included). Audit (8 meetings) and Nominating (5 meetings) had full attendance by all members .
- Board leadership: Independent, non-executive Chair of the Board (not Johnson); independent directors meet in executive session regularly .
| Governance Element | Detail |
|---|---|
| Board independence | 7/8 independent directors |
| Committees (Johnson) | Audit (Chair); Nominating, Compliance & Corporate Governance (Member) |
| Audit financial expert | Yes (Johnson) |
| FY2025 meetings attended | >75% of Board; 100% of Audit (8) and Nominating (5) meetings by all members |
| Executive sessions | Regular independent director sessions |
Fixed Compensation (Director)
| Component | FY2025 Policy/Program | Johnson’s FY2025 Amount |
|---|---|---|
| Annual cash retainer | $65,000 (non-employee directors) | $94,022 (fees earned/paid in cash) |
| Committee chair fees | Audit Chair: +$25,000; Comp Chair: +$17,500; Nominating Chair: +$17,500 | Included within cash total (Johnson: Audit Chair) |
| Committee member fees | Audit: +$10,000; Comp: +$7,500; Nominating: +$7,500 | Included within cash total (Johnson: Nominating member) |
Notes: Johnson’s FY2025 cash fees reflect his base retainer plus role-based committee retainers; the proxy discloses aggregate cash, not the per-component paid amount .
Performance Compensation (Director)
| Element | Structure | FY2025 Detail |
|---|---|---|
| Equity grant (RSUs) | Annual RSU grant to non-employee directors; in FY2025, Board approved grants with immediate vesting (July 16, 2025) | Grant-date fair value: $152,003 |
No performance-based metrics apply to director compensation (director equity is time-based; immediate vest per FY2025 program) .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed in ANGO’s 2025 proxy for Johnson |
| Prior public company boards | RITA Medical Systems, Inc. (Director; Audit Chair) 2003–2007 |
| Compensation Committee interlocks | Company disclosed no Compensation Committee interlocks or insider participation in FY2025 |
Expertise & Qualifications
- Professional credentials: B.B.A. in Accounting (Texas A&M); CPA since 1981 .
- Operating/financial expertise: Former public-company CFO (Urologix; Orthofix/AME), division finance VP at Abbott Spine; CEO/GM roles at multiple device firms .
- Governance/oversight: Chair, Audit Committee; designated audit committee financial expert .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 137,563 shares (as of Sept 18, 2025) |
| % of shares outstanding | <1% (each director) |
| Shares acquirable within 60 days | Not disclosed for Johnson (blank entry in table) |
| Shares outstanding (reference) | 41,076,119 (record date Sept 18, 2025) |
| Director ownership guideline | 3× annual base cash retainer within 36 months; all directors currently in compliance |
| Hedging/pledging | Prohibited for directors and employees |
Insider Trades
| Period | Form 4 Activity | Section 16(a) Compliance |
|---|---|---|
| FY2025 (year ended May 31, 2025) | No Form 4 transactions for Johnson disclosed in proxy | Company reported certain late Forms 4 for other insiders; no delinquencies reported for Johnson |
Governance Assessment
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Strengths:
- Independent, long-tenured audit chair with CPA and public-company CFO experience; designated audit committee financial expert .
- Strong engagement: full committee attendance; Board attendance above 75% threshold .
- Alignment/controls: director stock ownership guidelines (compliant), hedging/pledging prohibited, no related-party transactions disclosed .
- Transparent director pay structure; cash plus equity (RSUs) with disclosed grant values .
-
Watch items for investors:
- FY2025 change to immediately vesting director RSU grants reduces retention features versus one-year vesting, though ownership guidelines mitigate alignment risk .
- Long tenure (director since 2007) concentrates institutional knowledge; Board annually affirms independence and maintains an independent Chair and executive sessions .
Overall, Johnson’s profile—independence, audit chair leadership, financial expertise, and strong attendance—supports board effectiveness and investor confidence, with structural alignment policies in place and no disclosed conflicts or Section 16 issues specific to him .