George L. Fotiades
APTARGROUPAbout George L. Fotiades
Independent Director of AptarGroup, Inc. (ATR); age 71; on the Board since 2011. Current committee assignment: Audit Committee member; the Board has designated him an “audit committee financial expert.” He served as Aptar’s Chairman of the Board from May 2018 to May 2023, and is deemed independent under NYSE standards (9 of 10 ATR directors are independent). The Board’s maximum nominee age is 74 at election; in 2024 the Board met 7 times and no director fell below 75% attendance; Mr. Fotiades attended the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure/Timing | Committees/Impact |
|---|---|---|---|
| AptarGroup, Inc. | Chairman of the Board | May 2018 – May 2023 | Led Board through CEO oversight and strategy; currently Audit Committee financial expert. |
| Cantel Medical Corp. | President & CEO | Mar 2019 – Jun 2021 (Company acquired by STERIS) | Led company through sale to STERIS plc. |
| Five Arrows Capital Partners (Rothschild Merchant Banking) | Operating Partner (Healthcare) | Apr 2017 – Mar 2019 | PE operating partner experience. |
| Diamond Castle Holdings LLC | Partner, Healthcare Investments | 2007 – Apr 2017 | PE investing leadership. |
| Catalent Pharma Solutions, Inc. | Chairman | Jun 2007 – Feb 2010 | Board leadership in pharma services. |
| Cardinal Health, Inc. | President & COO | Not disclosed | Senior operator; financial and operational stewardship. |
| Warner‑Lambert Consumer Health; Bristol‑Myers Squibb (Japan Consumer) | Senior executive roles | Not disclosed | Global consumer/health experience. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Prologis, Inc. (NYSE: PLD) | Director | Current | Large logistics REIT; adds global operations/real estate perspective. |
| Elio Health (private) | Executive Chairman; Co‑founder | Since 2022 | Private investment firm leadership. |
| Cantel Medical Corp. | Director (prior) | Prior | Board experience in healthcare devices/services. |
Board Governance
| Item | Details |
|---|---|
| Independence | Independent director (NYSE standards); Board targets full independence aside from CEO; 9/10 current directors are independent. |
| Committees | Audit Committee Member; Audit met 8 times in 2024; the committee is fully independent and each member is an SEC-defined “audit committee financial expert.” Responsibilities include oversight of financial reporting, internal controls, auditor appointment/oversight, ESG disclosure controls, and cybersecurity risk/incident disclosure. |
| Attendance & Engagement | Board held 7 meetings in 2024; no director was under 75% attendance; Mr. Fotiades attended the 2024 annual meeting. |
| Executive Sessions & Chair | Independent Chair structure; independent directors meet in executive session at each regular Board meeting. |
| Age Limit | Nominee maximum age is 74 at the time of (re)election. |
Fixed Compensation (Director)
| Component | Program Terms | 2024 – Fotiades | Notes |
|---|---|---|---|
| Annual cash retainer | $100,000 for non‑employee directors | Included in total below | Paid annually post‑election. |
| Committee retainers | Audit: Chair $28,000; Member $11,000; MD&C: Chair $22,000; Member $7,000; Governance: Chair $17,000; Member $7,000 | Audit Member: $11,000 | Aligns to his Audit membership. |
| Total cash | Fees earned or paid in cash | $111,000 | 2024 Director Compensation table. |
| Other | Matching gift program up to $6,000 | $0 (reported as “All Other Compensation”) | Program available to directors. |
Performance Compensation (Director)
| Equity Grant | Grant Date | Units | Grant‑Date Fair Value | Vesting/Plan Features |
|---|---|---|---|---|
| RSUs (annual) | May 1, 2024 | 1,113 RSUs | $160,072 | ATR’s 2018 Plan sets minimum one‑year vesting for 95%+ of shares; dividends/dividend equivalents on RSUs accrue subject to the same vesting conditions (no current payment on unearned awards). |
| Chair differential (n/a to Fotiades) | May 1, 2024 | 1,304 RSUs for Chair | $187,541 for Chair grant | Chair receives larger equity; other directors receive the standard grant shown above. |
| Valuation note | — | — | $143.82 per share used for 2024 director RSU accounting fair value | Per-footnote methodology. |
Note: Director equity is service‑based; no performance metrics are applied to director grants. Plan prohibits repricing without shareholder approval and includes clawback and other governance “best practices.”
Other Directorships & Interlocks
| Company | Relationship to ATR | Potential Conflict / Related‑Party Exposure |
|---|---|---|
| Prologis, Inc. | Unrelated (logistics REIT) | ATR discloses no related‑person transactions since Jan 1, 2024; Audit Committee pre‑approves any such matters under policy. |
| Cantel Medical (prior), |