Bonnie H. Anderson
BRUKERAbout Bonnie H. Anderson
Bonnie H. Anderson, age 67, has served on Bruker’s Board since 2020 and is currently Chair of the Compensation Committee; she is CEO and Chairman of PinkDx, Inc. (founded 2022), co-founded Veracyte in 2008, served as Veracyte’s CEO (2008–May 2021), President (2013–2017), and Chair (2016–2023), and holds a B.S. in Medical Technology and an honorary Doctor of Science from Indiana University of Pennsylvania, bringing deep genomics diagnostics and oncology workflow expertise to Bruker’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Veracyte, Inc. | Co‑Founder; CEO; President; Chair of Board | CEO: 2008–May 2021; President: 2013–2017; Chair: 2016–2023 | Led scaling of genomics diagnostics; extensive public-company governance experience |
| Beckman Coulter, Inc. | Vice President | Sep 2000–Mar 2006 | Biomedical testing instruments leadership; public-company operating experience |
| Independent Strategic Consultant | Consultant | 2006–2008 | Strategic advisory experience in diagnostics |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| PinkDx, Inc. (women’s healthcare) | CEO & Chairman | Founded 2022; current | Founder-operator role |
| DNA Script (private biotech) | Director | Current | Board service at private company |
| Coalition for 21st Century Medicine | President | Current | Industry leadership |
| Keck Graduate Institute of Applied Life Sciences | Board of Trustees | Current | Academic governance |
Board Governance
- Committee assignments: Chair, Compensation Committee (current); following the 2025 Annual Meeting, she will serve on the Nominating & Governance Committee alongside independent directors .
- Independence: The Board determined all directors other than the CEO meet Nasdaq independence; no relationships impair independence, covering 2024 related-person transactions review .
- Attendance and engagement: In 2024 the Board met 5 times, and every director attended at least 92% of Board and committee meetings during their service; executive sessions occur at each regularly scheduled Board meeting .
- Committee activity levels (context): Audit met 8x; Compensation met 6x; Nominating & Governance met 3x in 2024 .
- Years of service: Director since 2020 (Class I, nominated for re-election in 2025 to term ending 2028) .
Fixed Compensation
| Component (2024) | Amount (USD) |
|---|---|
| Board annual cash retainer | $72,500 |
| Compensation Committee member fee | $8,000 |
| Compensation Committee Chair fee | $10,000 |
| Total cash fees | $90,500 |
Performance Compensation
| Equity Grant | Grant Date | Number of RSUs | Grant Date Fair Value (USD) | Vesting |
|---|---|---|---|---|
| Annual director RSU grant | Jan 5, 2024 | 2,377 | $165,035 | Vests in full on Jan 5, 2025 (time‑based; no performance condition) |
Director total compensation for 2024: $255,535 ($90,500 cash; $165,035 equity) . No option awards outstanding for Anderson as of Dec 31, 2024 .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential Interlock/Conflict Notes |
|---|---|---|---|
| Veracyte, Inc. | Public | Board member (2008–2023); Chair (2016–2023) | Prior public board; no current interlock disclosed with Bruker |
| Beckman Coulter, Inc. | Public (historical) | Vice President | Prior public operating role; no related-party transactions disclosed |
| DNA Script | Private | Director | Private company; no related-party transactions disclosed |
| PinkDx, Inc. | Private | CEO & Chairman | Private company founded by Anderson; no related-party transactions disclosed |
Expertise & Qualifications
- Extensive genomics testing and diagnostics business expertise; deep insights into oncology, hematology, immunology diagnostic tools and clinical workflows .
- Significant public-company governance experience from leading and advising public companies .
- Education: B.S. in Medical Technology; honorary Doctorate of Science from Indiana University of Pennsylvania .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (Apr 1, 2025) | 10,029 shares; less than 1% of class |
| Unvested RSUs (as of Dec 31, 2024) | 2,377 RSUs (the Jan 5, 2024 grant) |
| Options | None outstanding (vested or unvested) |
| Stock ownership guidelines | Non‑employee directors: 5× annual retainer; all directors are in compliance |
| Hedging/pledging | Prohibited for directors; limited exception for pledging otherwise, but policy restricts such activity |
Governance Assessment
- Committee leadership and process quality: As Compensation Committee Chair, Anderson oversees a program with diversified performance metrics, capped payouts, double‑trigger change‑in‑control for assumed awards, robust stock ownership guidelines, and an exchange‑listed clawback policy for executive incentive-based pay; these are aligned with pay-for-performance and risk mitigation best practices .
- Use of independent consultant: The Compensation Committee engages Aon; despite Aon’s separate insurance brokerage services to the company, the committee evaluated and determined no conflict of interest, preserving independence in compensation advice .
- Shareholder sentiment: 96% support in the 2024 say‑on‑pay vote; shareholders also favored annual say‑on‑pay frequency (72%), indicating broad approval of compensation governance .
- Independence and attendance: Anderson is considered independent under Nasdaq rules, with strong attendance (Board-wide at least 92%) and active committee engagement, supporting investor confidence in oversight quality .
- Related-party transactions and conflicts: The Board reviewed relevant transactions and concluded none impair director independence; no related‑party transactions involving Anderson were disclosed; watch item remains her concurrent CEO/Chair role at PinkDx (women’s healthcare) given Bruker’s presence in life science tools, though no transactions are reported .
- Equity alignment: Annual time‑based RSU grants and compliance with robust director ownership guidelines enhance alignment; Anderson held 10,029 shares and had 2,377 RSUs outstanding at year‑end 2024, with no options—reducing risk of option‑related incentives .
RED FLAGS: None disclosed—no hedging or pledging permitted; no related-party transactions reported; independence affirmed. Monitor for potential future related-party exposure given external leadership roles (PinkDx) in adjacent healthcare diagnostics, although the proxy reports no impairing relationships .