David Roberts
About David Roberts
David Roberts, 61, is an independent Class III director of Anteris Technologies Global Corp. (AVR) appointed on June 7, 2025; he serves on the Audit & Risk Committee and Compensation Committee and has been designated by the Board as an audit committee financial expert under SEC rules . He is President (since 2007) and a director of LeMaitre Vascular, Inc. (NASDAQ: LMAT); prior experience includes BUCA, Inc. and HarbourVest Partners . Education: BA in Business Economics and History from Brown University and MBA from Stanford Graduate School of Business . The Board determined he is independent under NASDAQ Listing Rules and independent for Audit Committee membership .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| LeMaitre Vascular, Inc. | President; previously CFO; VP Business Development | President since 2007; joined 1997; CFO in 2000 | Current executive role at a medtech public company |
| BUCA, Inc. | Vice President of Development | 1994–1997 | Healthcare services exposure |
| HarbourVest Partners | Associate | 1992–1994 | Private equity/venture investing experience |
External Roles
| Organization | Role | Sector | Committees/Impact |
|---|---|---|---|
| LeMaitre Vascular, Inc. (NASDAQ: LMAT) | Director; President | Medical devices | Committee roles not disclosed in AVR filings |
| Lexington Medical, Inc. | Director | Medical devices | Not disclosed |
| Parasole Restaurant Holdings, Inc. | Director | Consumer/Restaurants | Not disclosed |
Board Governance
- Independence: The Board determined Roberts is independent under NASDAQ rules and independent for Audit Committee; he is financially literate and designated an audit committee financial expert (with Denaro) .
- Committee assignments: Audit & Risk Committee member (Chair: Stephen Denaro) and Compensation Committee member (Chair: John Seaberg); not on Nominating & Corporate Governance .
- Attendance: In FY2024, the Board held 14 meetings; Audit & Risk held 7; Compensation held 1; Nominating held 0; each then-serving director attended 100%—Roberts was appointed in 2025, so his 2024 attendance is not applicable .
- Board leadership: Independent Chair (John Seaberg); CEO and Chair roles separated .
| Committee | Membership | Chair | Independence Note |
|---|---|---|---|
| Audit & Risk Committee | Roberts: Member | Stephen Denaro | Roberts independent for Audit; audit committee financial expert |
| Compensation Committee | Roberts: Member | John Seaberg | Roberts independent for Compensation |
| Nominating & Corporate Governance | Not a member | John Seaberg | Independent members Seaberg, Moss |
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Cash retainer (Roberts) | $37,337 | From appointment (June 7, 2025) through Annual Meeting date; monthly, prorated |
| Policy – Annual cash retainer (Board Member) | $45,000 | 2024 levels; 2025 increased by 3% |
| Policy – Audit Committee Member | $10,000 | 2024 levels; 2025 increased by 3% |
| Policy – Compensation Committee Member | $7,500 | 2024 levels; 2025 increased by 3% |
| Policy – Chair retainers (reference) | $10k–$20k per committee | 2024 levels; 2025 increased by 3% |
Effective January 1, 2025, all non-employee director annual cash retainers increased by 3% from 2024 levels .
Performance Compensation
| Award Type | Grant Size/Value | Vesting | Status/Approval |
|---|---|---|---|
| Initial RSU grant (appointment) | 52,742 RSUs | Time-based; per Director Compensation Policy initial director RSUs vest in three equal annual installments, subject to continued service | Stockholder approval sought (Proposal Seven) |
| Initial RSU grant (policy value) | $250,000 grant date fair value | Vests in three equal annual installments | Granted at appointment; subject to ASX stockholder approval per policy |
| Prorated annual RSU grant (FY2025) | $61,644 grant date fair value | Vests on earlier of first anniversary or next annual meeting, subject to continued service | Stockholder approval (Proposal Eleven) |
Performance metrics: Non-employee director RSUs are time-based; no performance metrics (e.g., EBITDA/TSR) disclosed for director equity awards .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict Note |
|---|---|---|---|
| LeMaitre Vascular, Inc. (LMAT) | Public | Director; President | Same sector (medtech); AVR filings state no Item 404 related-party relationships for Roberts |
| Lexington Medical, Inc. | Private | Director | Not disclosed |
| Parasole Restaurant Holdings, Inc. | Private | Director | Not disclosed |
- Related-party/Item 404: The Company disclosed no relationships between Roberts and AVR or subsidiaries that require Item 404(a) disclosure .
- Policy oversight: Audit & Risk Committee reviews/approves related-person transactions; formal policy in place .
Expertise & Qualifications
- Financial and operating expertise in medical devices; executive leadership since 2007 at LMAT; prior CFO/BD roles .
- Audit committee financial expert designation; financially literate .
- Legal/regulatory awareness through senior industry roles; broad healthcare exposure .
Equity Ownership
| Holder | Shares Beneficially Owned (Common) | % of Outstanding |
|---|---|---|
| David Roberts | — | <1% (asterisked in table) |
| Unvested/Unexercised Equity | Quantity/Value | Vesting/Terms |
|---|---|---|
| Initial RSUs (appointment) | 52,742 RSUs | 3 equal annual installments, subject to continued service |
| Annual RSUs (prorated FY2025) | $61,644 grant value | Earlier of first anniversary or next annual meeting |
Alignment safeguards:
- Hedging/pledging: Prohibited for directors; short sales, options, collars, margins, and pledging are not permitted under Insider Trading and Securities Dealing Policy .
- Clawback: NASDAQ-compliant compensation recovery policy adopted .
Governance Assessment
- Strengths: Independent status; audit committee financial expert; dual committee service; prohibition on hedging/pledging; formal related-party transaction policy and committee oversight .
- Ownership/skin-in-the-game: RSU grants (initial + annual) provide equity exposure; beneficial ownership not yet reported as of Oct 15, 2025; awards are time-based (no performance hurdles) .
- Potential conflicts: Executive role at LMAT within medtech could create industry interlock risks; AVR disclosed no related-party transactions involving Roberts; continued monitoring advisable .
- Red flags/watch items: Company-wide proposals to adjust option exercise prices/amend option terms (Proposals Twelve and Thirteen) merit governance scrutiny; while not specific to Roberts, option modifications are generally shareholder-sensitive .
- Attendance/engagement: 2024 attendance was 100% for then-serving directors; Roberts appointed in 2025—monitor his 2025–2026 attendance disclosures .
Overall, Roberts adds credible operating and financial oversight to AVR’s board with audit expertise; equity grants align incentives, and independence plus anti-hedging policies support investor confidence. Continued oversight of cross-company roles and any equity award modifications remains prudent .