Gregory Summe
AvantorAbout Gregory Summe
Gregory Summe (age 68) has served on Avantor’s Board since May 2020; he is Chair of the Nominating & Governance Committee and a member of the Compensation & Human Resources Committee . He is Managing Partner of Glen Capital Partners (founded 2014) and Senior Advisor to Star Mountain Capital; previously Managing Director and Vice Chairman of Global Buyout at The Carlyle Group, Senior Advisor to Goldman Sachs Capital Partners, and Chairman/CEO of PerkinElmer for 11 years; earlier roles include president posts at AlliedSignal (Honeywell) and partner at McKinsey & Co. . He holds an MBA (Wharton), M.S. in Electrical Engineering (University of Cincinnati), and B.S. in Electrical Engineering (University of Kentucky), and is in the University of Kentucky Hall of Distinction . The Board has affirmatively determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PerkinElmer | Chairman & Chief Executive Officer | 11 years | Led life sciences/applied materials business; extensive CEO experience |
| The Carlyle Group | Managing Director; Vice Chairman, Global Buyout | Not disclosed | Private equity leadership; M&A oversight |
| Goldman Sachs Capital Partners | Senior Advisor | Not disclosed | Strategic investment advisory |
| AlliedSignal (Honeywell) | President, General Aviation Avionics; President, Aerospace Engines Group; President, Automotive Products Group | Not disclosed | Operating leadership across multiple divisions |
| McKinsey & Co. | Partner | Not disclosed | Strategy/operations expertise |
External Roles
| Organization | Role | Tenure | Notes/Interlocks |
|---|---|---|---|
| NXP Semiconductors N.V. | Director | Current | Public company directorship |
| Wheels Up Experience, Inc. | Director | Current | Public company directorship |
| GRAIL, Inc. | Chair of the Board | Current | Board reviewed overall spending with GRAIL; no related person had a material interest in 2024 transactions |
| State Street Corporation | Director | 2001 to May 2025 | Prior board; tenure specified |
| Virgin Orbit Holdings USA | Director | 2021–2023 | Prior board |
| NextGen Acquisition Corp I & II | Co‑founder | 2020–2021 | SPACs; prior roles |
| Glen Capital Partners | Managing Partner | Since 2014 | Investment fund founder |
| Star Mountain Capital | Senior Advisor | Current | Advisory role |
Board Governance
- Committee assignments: Chair, Nominating & Governance Committee; Member, Compensation & Human Resources Committee .
- Independence: Board determined Summe is independent under NYSE and company guidelines (including committee independence) .
- Attendance: The Board met five times in 2024; each director attended at least 75% of aggregate Board/committee meetings .
- Executive sessions: Non‑management directors meet in executive session at most Board meetings .
- Board composition: 10 members; 9 independent; separate Chairman and CEO roles; majority voting; proxy access; special meeting threshold 20% .
- N&G scope: Oversees board organization, independence, succession and effectiveness, and sustainability strategy/reporting .
Fixed Compensation
| Component (FY2024 unless noted) | Amount | Notes |
|---|---|---|
| Annual cash retainer (standard) | $95,000 | Standard non‑employee director cash retainer |
| Committee chair cash retainer (N&G) | $15,000 | Chair fee for Nominating & Governance Committee |
| Committee member cash retainer (Comp & HR) | $10,000 | Member fee for Compensation & Human Resources |
| Annual equity award (RSUs; grant date fair value) | $210,000 | RSUs vest in full on first anniversary of Vesting Start Date; COC accelerates vesting if in service at COC |
| Gregory Summe – Cash earned (2024) | $120,000 | Sum of base + chair + member fees |
| Gregory Summe – Equity grant FV (2024) | $209,975 | RSUs under 2019 Equity Incentive Plan (Topic 718) |
| Gregory Summe – Total (2024) | $329,975 | Cash + equity |
| Unvested RSUs at 12/31/2024 | 8,477 | As of year‑end |
| Deferred compensation option | Available | Directors may elect to defer equity awards; distributions after 5/10 years or upon board service termination |
| Ownership guidelines | 5x cash retainer | Compliance: all non‑employee directors in compliance or not yet past 5 years as of 12/31/2024 |
Performance Compensation
- Directors do not have performance‑based cash incentives; compensation consists of cash retainers and time‑based RSUs .
- Change‑of‑control treatment for director RSUs: all unvested RSUs vest upon change in control if the director is in service (single‑trigger acceleration) .
Other Directorships & Interlocks
| Relationship | Exposure | 2024 Review Outcome |
|---|---|---|
| GRAIL, Inc. (Summe is Chair) | Potential customer/supplier relationship to Avantor | Board reviewed overall spending; no related person had a direct/indirect material interest in 2024 transactions |
| Tessera Therapeutics (CEO is AVTR director) | Potential relationship | Board reviewed overall spending; no related person material interest |
| UCB (Chair is AVTR Chairman) | Potential relationship | Board reviewed overall spending; no related person material interest |
| UC San Diego (AVTR director is VC Health Sciences) | Potential relationship | Board reviewed overall spending; no related person material interest |
Expertise & Qualifications
- Extensive leadership in life sciences/applied materials; prior CEO experience; deep M&A/transactional and operating expertise; independence affirmed .
- Board skills span finance, international business, strategy, and operations, aligning with Avantor’s oversight needs .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares) | 22,726 | As of March 3, 2025; less than 1% |
| Unvested RSUs | 8,477 | As of December 31, 2024 |
| Shares outstanding | 681,397,790 | As of March 3, 2025 |
| Ownership as % of outstanding | ~0.0033% | Computed from 22,726 / 681,397,790 |
| Pledging/hedging policy | Prohibited (with limited pre‑clearance for pledging) | Insider Trading Policy prohibits hedging, short sales, margin accounts; pledging prohibited absent pre‑clearance |
| Director stock ownership guidelines | 5x cash retainer | Compliance for directors as of 12/31/2024 noted above |
Governance Assessment
-
Strengths
- Independent director with significant CEO/PE background; chairs Nominating & Governance, which oversees board effectiveness and sustainability .
- Strong governance architecture: majority voting, proxy access, robust insider trading restrictions; regular executive sessions and annual evaluations .
- Compensation oversight supported by independent consultant (FW Cook); robust clawback policies beyond Dodd‑Frank .
- Shareholder alignment signals: 93% say‑on‑pay approval in 2024 .
-
Watch items / potential red flags
- Interlocks: Chairs GRAIL and sits on multiple boards; Board reviewed spending with GRAIL and found no material related‑party interest for 2024, but ongoing monitoring advisable given potential interactions with Avantor’s customers/suppliers .
- Director equity single‑trigger vesting upon change‑of‑control may be viewed as less shareholder‑friendly than double‑trigger constructs used for executive awards; consider alignment review by N&G .
- Board service load: Company guidelines expect no director to serve on more than five public company boards; ensure continued compliance given Summe’s multiple roles .
Overall, Summe’s independence, seasoned operating/M&A background, and leadership of the Nominating & Governance Committee support board effectiveness; interlocks and COC equity vesting terms merit continuous oversight to preserve investor confidence .