Thomas F. Ackerman
About Thomas F. Ackerman
Thomas F. Ackerman, age 70, has served as an independent director of Artivion, Inc. (AORT) since December 2003; he is a seasoned finance executive and CPA (inactive) with deep experience in accounting and financial reporting and long tenure as a public-company CFO, particularly in biotech . He holds a B.S. in Accounting from the University of Massachusetts, served in multiple senior finance roles at Charles River Laboratories (NYSE: CRL), and is recognized by Artivion’s Board for his accounting and reporting expertise . The Board determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Charles River Laboratories (CRL) | Executive Vice President & Chief Financial Officer | 2005–2015 | Led finance for leading early-stage drug discovery services provider |
| Charles River Laboratories (CRL) | Senior VP & CFO | 1999–2005 | Senior finance leadership |
| Charles River Laboratories (CRL) | Vice President & CFO | 1996–1999 | Corporate finance leadership |
| Charles River Laboratories (CRL) | Senior Financial Advisor | Aug 2015–early 2016 | Strategic finance advisory |
| Charles River Laboratories (CRL) | Consultant | Until Feb 2017 | Continued advisory capacity |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| University of Massachusetts Amherst Foundation | Director | Not disclosed | Non-profit board service |
| Olin College of Engineering | Audit Committee member | Not disclosed | Academic audit committee service |
Board Governance
- Committee assignments: Audit Committee Chair; Innovation & Healthcare Compliance Committee member .
- Independence: Board determined Ackerman is independent under NYSE standards; Audit Committee members (including Ackerman) also meet NYSE/SEC Rule 10A‑3 criteria; Audit Committee members are “audit committee financial experts” per SEC definition .
- Attendance & engagement: Each director attended at least 75% of Board and applicable committee meetings in 2024; Board met 12 times in 2024; cross-committee joint sessions occurred to address oversight topics .
- Board leadership/structure context: CEO (J. Patrick Mackin) serves as Chair; an independent Lead Director (Jeffrey H. Burbank) presides over executive sessions and approves agendas, enhancing independent oversight .
- Risk oversight: Audit Committee oversees internal controls, information security/cyber risk, and related-party transactions; independent cybersecurity audits (EY, Hancock Askew, RWT Crowe) supported oversight .
Fixed Compensation
| Component | Amount ($) | Details |
|---|---|---|
| Annual Board Service Retainer (cash) | 55,000 | Paid monthly; standard for non-employee directors |
| Audit Committee Chair Retainer (incl. membership) | 20,000 | Chair fee includes membership retainer |
| Innovation & Healthcare Compliance Committee Membership Retainer | 5,000 | Standard membership fee |
| Total Cash Retainers Earned (FY 2024) | 80,000 | Matches configuration above; paid/earned in 2024 |
| Annual Equity Award (Restricted Stock) | 149,993 grant-date fair value | 6,289 restricted shares granted May 30, 2024; valued at $23.85/share; vest May 30, 2025 |
| Director Stock Ownership Guideline | 5x annual Board retainer | All non-employee directors currently satisfy guidelines |
Performance Compensation
| Feature | Structure | Metrics | Notes |
|---|---|---|---|
| Non-employee director equity | Time-based RSUs | None (time vesting) | Annual director RSUs vest one year from grant; no performance metrics disclosed for director awards |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Ackerman |
| Private/Non-profit/Academic boards | UMass Amherst Foundation; Olin College of Engineering audit committee |
| Compensation committee interlocks | Company disclosed no compensation committee interlocks for executive officers; no related interlocks identified involving Ackerman |
Expertise & Qualifications
- CPA (inactive) and B.S. in Accounting; extensive accounting and financial reporting expertise in biotech; deemed qualified for Board service on basis of finance expertise .
- Audit Committee financial expert designation; deep oversight of internal controls, audit, and cybersecurity/information security program .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Thomas F. Ackerman | 143,571 | <1% | Includes 6,289 unvested restricted shares from May 30, 2024; no pledges disclosed |
| Shares outstanding (record date) | 42,689,303 | — | Record date March 17, 2025 |
Governance Assessment
- Strengths: Independent director with long-tenured finance leadership; Audit Committee Chair and SEC-recognized audit committee financial expert; robust risk oversight (internal controls and cybersecurity) with independent assessments; adherence to director stock ownership guidelines; no pledging; attendance ≥75% .
- Potential watch items: Board Chair/CEO roles combined may elevate reliance on Lead Director and strong committee leadership; Lead Director structure and independent committee chairs partially mitigate concentration . Long tenure (since 2003) can raise refreshment considerations, though Board maintains governance/refresh practices and skills matrix .
- Related-party exposure: Audit Committee reviews/approves related-party transactions; one 2024 related-party employment transaction (spouse of an executive) was ratified—no disclosure implicates Ackerman personally .
- Policy alignment: Insider Trading Policy prohibits hedging/short sales; equity grant practices avoid regular blackout periods and timing around MNPI; supports investor-aligned conduct .
Overall signal: Ackerman’s audit chair role, independence, and financial expertise support board effectiveness and investor confidence, with no disclosed conflicts and clear alignment via ownership guidelines; governance reliance on independent Lead Director is important given combined CEO/Chair structure .