Allison Schwartz
BIO-RAD LABORATORIESAbout Allison Schwartz
Allison Schwartz, age 44, has served on Bio‑Rad’s Board since 2022. She is currently Vice President, Global Supply Chain, Clinical Diagnostics Group Operations (appointed November 2024) and previously held commercial, marketing, and digital roles across Bio‑Rad since 2005. She is not independent under NYSE rules and is the daughter of CEO/Chairman Norman Schwartz.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bio‑Rad Laboratories (Canada) Ltd. | Commercial Director | Jan 2023 – Nov 2024 | Led commercial operations; prior Marketing Director (Jul 2021 – Jan 2023) |
| Bio‑Rad Laboratories, Inc. | Commercial Services Director | 2016 – 2021 | Accountabilities spanning global digital marketing, eCommerce, customer experience, pricing |
| Bio‑Rad Laboratories, Inc. | Brand development, product marketing, logistics | 2005 – 2016 | Various domestic/international roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company boards disclosed for Allison Schwartz |
Board Governance
- Independence: Not independent; Board classed as a “controlled company” due to Schwartz family voting power (>50%) .
- Family relationship: Allison is the daughter of CEO/Chairman Norman Schwartz (Class B nominee) .
- Committee assignments: None; Audit, Compensation, and Legal & Regulatory Compliance committees are composed of independent directors only .
- Lead Independent Director: Gregory K. Hinckley; duties include presiding over executive sessions and liaison functions .
- Attendance: Board met 10 times in 2024; no director attended fewer than 75% of meetings and their committee meetings .
- Nominating committee: None; Board handles nominations given controlled company status .
Fixed Compensation
| Component | 2024 Quantum | Notes |
|---|---|---|
| Base salary + bonus (employee compensation) | $302,071 | Combined amount; individual base vs bonus not broken out |
| Director cash retainer | $0 | Employee directors receive no additional Board compensation |
| Director committee fees | $0 | Applies to non‑employee directors only |
| Perquisites/pension/deferred comp | Not disclosed for Allison | Directors received no pension benefits in 2024; employee programs described for NEOs |
Performance Compensation
| Element | Grant/Metric | Detail |
|---|---|---|
| RSUs (employee grant) | 369 RSUs (2024) | Grant number disclosed; vesting terms and grant date not specified for Allison |
| Company incentive framework (context) | Sales and Operating Income (OI) | 2024 IBP corporate metrics; threshold 95% Sales / 90% OI |
| 2024 IBP results (context) | 94.0% Adjusted Sales; 93.7% Adjusted OI | Adjusted for FX, acquisition-related, legal, restructuring |
Note: Director performance compensation (equity retainer RSUs) applies to non‑employee directors; Allison is an employee director and does not receive Board equity awards .
Other Directorships & Interlocks
| Person | Other Public Boards | Interlocks/Notes |
|---|---|---|
| Allison Schwartz | None disclosed | Family tie to CEO/Chairman; controlled company context |
Expertise & Qualifications
- Domain expertise: Global supply chain operations in Clinical Diagnostics; commercial leadership; digital marketing, eCommerce, customer experience, pricing; product marketing and logistics .
- Board qualifications framework: Company seeks directors with operational, financial, international, risk, ESG, and technical competencies; Allison’s background emphasizes operational/commercial experience in Bio‑Rad’s end markets .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Class A Common | 18,860 | 0.1% | Includes 17,555 Class A shares held by Alles Institute for Medical Research where Allison and family members have voting/dispositive power |
| Class B Common | 3,996 | 0.1% | Controlled company dynamics driven by family holdings (e.g., Blue Raven Partners) |
| Voting Power (combined A/B) | ~0.1% | — | Class A 0.1 vote per share; Class B 1.0 vote per share |
Additional alignment policies:
- Insider Trading Policy prohibits hedging, short sales, and transactions in publicly traded options; pledging not expressly addressed in policy excerpt .
- Non‑employee director ownership guideline: $400,000 within 5 years (not applicable to Allison as an employee director) .
Governance Assessment
- Board effectiveness: Committees chaired and populated exclusively by independent directors; Audit Committee met nine times; Legal & Regulatory met four times; Compensation met three times—supportive of oversight cadence .
- Independence/controlled company dynamics: As a controlled company, Bio‑Rad lacks a standing nominating committee; Allison is a non‑independent employee director and an immediate family member of the CEO/Chairman—heightened entrenchment risk and potential conflicts in oversight matters .
- Attendance/engagement: All directors met the 75% attendance threshold in 2024; expectation to attend annual meetings supports baseline engagement .
- Director compensation mix: No Board retainer or equity awards for employee directors—reduces risk of director pay‑for‑service conflicts but concentrates incentives in employee compensation program .
- Ownership alignment: Allison holds both Class A and Class B shares, though at de minimis levels; broader control concentrated in family holdings and Blue Raven Partners .
- Compensation oversight context: Compensation Committee uses independent advisor (Compensia); IBP metrics tied to Sales and OI and equity grants governed by the 2017 Incentive Award Plan; corporate PSUs in 2022/2023 forfeited on underperformance (adjusted EBITDA margin)—signals pay‑for‑performance discipline at the executive level .
RED FLAGS
- Controlled company status and absence of a nominating committee comprised solely of independent directors .
- Family relationship: Allison is the daughter of the CEO/Chairman; potential related‑party and oversight conflicts .
- Employee director not independent; dual role in management and Board seat .
Mitigants
- Independent Lead Director role with defined executive session and liaison responsibilities .
- All three standing committees composed of independent directors; clear charters and regular meeting cadence .
- Related‑party transaction disclosures include Allison’s employee compensation and RSU grant, with conflict‑of‑interest policies and quarterly/annual attestations .
Shareholder context
- Prior say‑on‑pay support at 96% (2023) and triennial frequency approved at 77%; amended 2017 Incentive Award Plan approved with 98% voting power in 2024 .