Isabel Marey-Semper
APTARGROUPAbout Isabel Marey‑Semper
Isabel Marey‑Semper, age 57, is an independent director of AptarGroup (ATR) since 2019 and serves on the Corporate Governance Committee. She is President of DOXANANO, a biotechnology R&D startup founded in March 2023, and holds a PhD in neuropharmacology and an MBA. Her background includes senior executive roles at L’Oréal (Executive Committee member leading Communications and Public Affairs; VP & Head of Advanced Research) and leadership positions at Saint‑Gobain and Stellantis (formerly PSA Peugeot Citroën) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| L’Oréal S.A. | Executive Committee member, in charge of Communications & Public Affairs | Jul 2015 – Dec 2017 | Senior leadership in global personal care; enterprise communications and public affairs |
| L’Oréal S.A. | Vice President & Head, Advanced Research | 2011 – 2015 | Led advanced R&D; innovation oversight |
| Compagnie de Saint‑Gobain S.A. | Executive positions | Prior to 2011 (dates not specified) | Industrial leadership experience |
| Stellantis N.V. (formerly Group PSA Peugeot Citroën) | Executive positions | Prior to 2011 (dates not specified) | Automotive/manufacturing leadership |
| Rexel S.A. | Director | 2014 – 2016 | Board oversight at Euronext‑listed distributor |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DOXANANO | President (founder) | Mar 2023 – present | Startup biotech R&D leadership |
| Jolt Capital | Senior Advisor | Mar 2021 – Feb 2024 | Technology‑related PE advisory |
| Imagine Institute | Independent Director | Current | Medical research & genetic diseases governance |
| France 2030 Investment Plan | Key Contributor | Current | National innovation/industrial investment contribution |
| National Order of the Legion of Honour | Knight | Conferred (date not specified) | National recognition |
Board Governance
- Committee assignments: Corporate Governance Committee member (M). The Corporate Governance Committee oversees director nominations, independence standards, annual evaluations of the Board/committees/management, reviews non‑employee director compensation, and ESG disclosures .
- Independence: Aptar’s Board has 9 of 10 directors independent under NYSE standards; Marey‑Semper is independent (“I” designation in committee table) .
- Attendance: The Board met 7 times in 2024; no current director attended fewer than 75% of aggregate Board and committee meetings during their term. Corporate Governance held 4 meetings in 2024 .
- Governance structure: Independent Board Chair; all three standing committees (Audit; Management Development & Compensation; Corporate Governance) comprised solely of independent directors .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non‑employee director retainer |
| Committee member retainer (Corporate Governance) | $7,000 | Committee member fee; chair fee is $17,000 (not applicable) |
| Total cash fees earned (2024) | $107,000 | Reported for Marey‑Semper |
- Matching gifts: Eligible for company matching of charitable donations up to $6,000 annually .
Performance Compensation
| Equity Award | Grant Date | Units/Value | Vesting/Terms |
|---|---|---|---|
| Annual RSU grant (non‑chair directors) | May 1, 2024 | 1,113 RSUs; grant date fair value ≈ $160,072 (at $143.82/share) | Awards under the 2018 Plan are subject to minimum 1‑year vesting for 95% of shares; dividends on RSUs accrue subject to vesting; plan includes clawback provisions . |
- No performance metrics apply to director compensation (Aptar’s non‑employee director program consists of cash retainers and time‑based RSUs, with non‑employee director award limits at $500,000 per fiscal year under the plan) .
Other Directorships & Interlocks
| Company/Institution | Relationship to Aptar | Potential Interlock/Conflict |
|---|---|---|
| L’Oréal (past executive) | Customer‑aligned end market (beauty/personal care) | Historical; no related‑party transactions disclosed |
| Rexel (former director) | Independent distributor (no disclosed relationship) | Historical; no related‑party transactions disclosed |
| Imagine Institute (current director) | Medical research institute (non‑profit) | No related‑party transactions disclosed |
- Related‑party transactions: Aptar reported no related‑person transactions requiring disclosure since Jan 1, 2024; Audit Committee must approve any related‑person transactions per policy .
Expertise & Qualifications
- Research & innovation leadership (L’Oréal Advanced Research head; biotech founder) .
- Communications, public affairs, and strategic transformation experience (L’Oréal Executive Committee; industrial leadership at Saint‑Gobain and Stellantis) .
- Board oversight in medical and technology ecosystems (Imagine Institute; Jolt Capital) .
- Education: PhD in neuropharmacology; MBA .
Equity Ownership
| Beneficial Ownership | Shares | Ownership % | RSUs vesting within 60 days |
|---|---|---|---|
| Isabel Marey‑Semper | 7,275 | <1% | 1,113 |
- Stock ownership guidelines for directors: Minimum 5× annual cash retainer ($500,000) with achievement required within five years of becoming a director; as of the record date, each non‑employee director is either compliant or within the phase‑in period .
- Hedging/pledging: Aptar’s Insider Trading Policy prohibits hedging or pledging transactions by executive officers and directors .
Insider Trades
| Date | Filing | Transaction | Units/Notes |
|---|---|---|---|
| May 1–2, 2024 | Form 4 | Grant of annual director RSUs | 1,113 RSUs (per director program; Marey‑Semper Form 4 filed) |
| May 3–4, 2023 | Form 4 | Grant of annual director RSUs | Reported Form 4 for Marey‑Semper (director annual grant) |
Note: Aptar’s 2024 program granted 1,113 RSUs to each non‑employee director; the Chair received 1,304 RSUs .
Governance Assessment
- Independence and committee role: Marey‑Semper is independent and serves on Corporate Governance, a key oversight committee that sets governance principles, evaluates Board/committee effectiveness, and reviews director compensation—positions that enhance board effectiveness and oversight .
- Attendance & engagement: Board met 7 times; no director fell below 75% attendance; Corporate Governance met 4 times, indicating active committee oversight .
- Alignment & incentives: Director pay combines modest cash retainers with time‑based RSUs; non‑employee director compensation increased modestly year‑over‑year in grant date fair value; plan imposes non‑employee director compensation limits and clawback provisions—an investor‑friendly design .
- Conflicts/related parties: No related‑party transactions involving directors/executives requiring disclosure since Jan 1, 2024; policy requires Audit Committee approval of any such transactions .
- Risk indicators & red flags: No disclosed hedging/pledging; no loans or related‑party transactions; high historical say‑on‑pay support (≈97.4% at 2024 annual meeting) suggests broad shareholder confidence in compensation governance. 2025 advisory vote also passed (55.2M for) .
Overall signal: Strong independence, committee engagement, and conservative director pay structure with robust governance policies (prohibition on hedging/pledging, clawback) and no conflict disclosures—supportive of investor confidence .