Jon W. Salveson
About Jon W. Salveson
Independent director of Artivion (AORT) since 2012; age 60. Vice Chairman, Investment Banking and Chairman of Healthcare Investment Banking at Piper Sandler (formerly Piper Jaffray); joined Piper in 1993, named Managing Director in 1999, Global Head of Investment Banking in 2004, and Vice Chairman in 2010. Education: B.A., St. Olaf College (1987); M.M.M. (finance), Kellogg School of Management, Northwestern University. Beneficial ownership: 123,515 AORT shares as of March 17, 2025; no shares pledged; independence affirmed by the Board under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Piper Sandler (formerly Piper Jaffray) | Vice Chairman, Investment Banking; Chairman, Healthcare IB | Vice Chairman since Jul 2010; with firm since 1993; MD in 1999; Global Head IB in 2004 | Extensive strategic advisory experience in hundreds of healthcare transactions |
| Asklepios Biopharmaceuticals (private) | Director | Until acquisition by Bayer in 2020 | Gene therapy company board service through sale to Bayer |
| Nuwellis, Inc. (NASDAQ: NUWE) | Director | Until 2023 | Early-stage medical device; service concluded in 2023 |
External Roles
| Organization | Role | Current/Recent | Notes |
|---|---|---|---|
| Piper Sandler (NYSE: PIPR) | Vice Chairman, Investment Banking; Chair of Healthcare IB | Current | Senior leadership in healthcare investment banking |
| Other public company boards | — | None disclosed currently | Most recent: Nuwellis (through 2023) |
Board Governance
- Independence: Board determined Mr. Salveson has no material relationship with Artivion and qualifies as an independent director under NYSE standards .
- Committee assignments (2024-2025): Member, Corporate Governance Committee; Member, Innovation & Healthcare Compliance Committee. Chairs: Corporate Governance (Burbank), Innovation & Healthcare Compliance (Borgstrom) .
- Attendance: Each director attended at least 75% of Board and committee meetings on which they served in 2024. Board met 12 times; committee meetings in 2024—Audit (6), Compensation (8), Corporate Governance (5), Innovation & Healthcare Compliance (4) .
- Lead Independent Director: Jeffrey H. Burbank; responsibilities include presiding over executive sessions, agenda approval, liaison between CEO and independent directors .
- Risk oversight: Audit Committee oversees internal controls and cybersecurity (with independent cybersecurity auditors); Innovation & Healthcare Compliance Committee oversees healthcare compliance and, jointly with Audit, enterprise risk management (GDPR, FCPA, Code of Conduct) .
Fixed Compensation (Director)
| Component | Amount/Detail | Source |
|---|---|---|
| Annual Board retainer (2024) | $55,000 cash | |
| Committee membership retainers (2024) | Corporate Governance $5,000; Innovation & Healthcare Compliance $5,000 | |
| Lead Director premium | $40,000 (not applicable to Salveson) | |
| Committee chair fees | Audit $20,000; Compensation $20,000; Corporate Governance $10,000; Innovation & Healthcare Compliance $10,000 (not applicable to Salveson) | |
| Cash retainers actually earned (2024) | $65,000 (matches board + two membership retainers) |
Performance Compensation (Director)
- Annual equity: Time-based restricted stock; 6,289 RSUs granted May 30, 2024 to each non-employee director, grant-date fair value $149,993 ($23.85/share), vesting May 30, 2025; no performance conditions disclosed .
- No director performance metrics are used for equity—awards are time-vested restricted stock .
Other Directorships & Interlocks
| Company | Type | Role | Timing |
|---|---|---|---|
| Nuwellis, Inc. (NASDAQ: NUWE) | Public | Director | Until 2023 |
| Asklepios Biopharmaceuticals (private) | Private (acquired by Bayer) | Director | Until 2020 acquisition |
- Compensation Committee interlocks: None disclosed for Artivion’s executives; no reciprocal interlocks noted .
Expertise & Qualifications
- Healthcare and medical technology sector expertise; extensive strategic advisory in global healthcare transactions .
- Governance experience via Corporate Governance Committee; oversight of board evaluations, director nominations, succession, CEO evaluation (with Compensation Committee) .
- Compliance and product/quality oversight via Innovation & Healthcare Compliance Committee .
- Education: St. Olaf College (B.A., 1987); Kellogg School of Management, Northwestern University (M.M.M., finance) .
Equity Ownership
| Metric | Value/Detail |
|---|---|
| Beneficial ownership (as of Mar 17, 2025) | 123,515 shares; <1% of outstanding |
| Unvested restricted stock included | Includes 6,289 unvested restricted shares granted May 30, 2024 |
| Pledged shares | None of the nominees’ reported shares were subject to pledge or similar arrangement |
| Director ownership guideline | 5x annual Board cash retainer; all non-employee directors in compliance |
| Hedging/derivatives policy | Prohibits hedging, short sales, and derivative transactions in Company securities by covered persons |
| Subsequent update (post-record date) | Form 4 filed May 27, 2025 disclosed a stock award; direct holdings reported at 129,840 shares as of that filing date |
Insider Trades (recent)
| Date | Type | Shares | Price | Resulting Direct Holdings | Notes |
|---|---|---|---|---|---|
| May 30, 2024 | Stock award (annual grant) | 6,289 | $0.00 | Not stated in filing | Grant-date fair value $149,993; vests May 30, 2025 |
| May 27, 2025 | Stock award (annual grant) | Not stated here | $0.00 | 129,840 | Form 4 filed; non-open market acquisition noted by third-party trackers |
Governance Assessment
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Strengths
- Independence, tenure (since 2012), and sector-specific expertise in healthcare investment banking bolster board oversight of strategy, M&A, and capital markets .
- Active governance roles on Corporate Governance and Innovation & Healthcare Compliance Committees; Board and committee attendance at or above 75% in 2024; robust committee meeting cadence .
- Ownership alignment: meaningful beneficial ownership; no pledging; director stock ownership guideline compliance; hedging prohibited .
- Board-level cyber and compliance oversight described; Audit Committee engages independent cybersecurity auditors—a positive signal on risk governance .
- Shareholder alignment signals: strong say-on-pay support (97% in 2024 vote for 2023 compensation; ~96% supported annual frequency in 2023) .
-
Potential risk indicators and monitoring items
- External role at Piper Sandler (investment banking) could present perceived conflicts if the firm were to provide services to Artivion or counterparties; however, the Board affirmed independence and disclosed no related-party transactions involving Mr. Salveson. Continue monitoring for any disclosed engagements or related-party transactions .
- Board/committee discretion in adjusting executive incentive payouts for the 2024 cyber incident (payouts set at 130% vs. 116%/104% unadjusted) is a governance judgment call; investors may evaluate consistency of future use of discretion. Audit and cyber oversight processes may mitigate concerns .
No related-party transactions involving Mr. Salveson were disclosed for 2024; the only related-party item disclosed was employment of a spouse of a then-executive officer at a subsidiary, reviewed and ratified under policy .
Director compensation structure uses cash retainers plus time-based RSUs; no performance-conditioned director equity is disclosed, which is standard for U.S. boards of this size and industry .