John Sorenson
BOSTON SCIENTIFICAbout John Sorenson
John Bradley Sorenson, age 57, is Executive Vice President, Global Operations at Boston Scientific (BSX) since May 2022, overseeing Global Supply Chain, Quality and Regulatory Affairs, Global Enterprise Excellence, IT, Security, Corporate R&D, Aviation, Facilities/Real Estate, and EHS; he joined BSX in 1996 and previously led global manufacturing and distribution as SVP, Manufacturing & Supply/Global Supply Chain (2014–2022). He holds an MBA from the University of Minnesota and a BA in Economics from Gustavus Adolphus College . Company performance under the incentive framework he participates in included 2024 Adjusted Net Sales of $16.741B, Adjusted EPS of $2.51, Adjusted Operating Income Margin (OIM) of 27.0%, organic net sales growth of 16.4%, and 3-year rTSR of 115.86%; the Annual Bonus Plan (ABP) funded at the 150% maximum based on these results .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Boston Scientific | EVP, Global Operations | 2022–present | Leads global supply chain, quality/regulatory, enterprise excellence, IT/security, corporate R&D, facilities/real estate, EHS; executive sponsor for Young Professionals Network . |
| Boston Scientific | SVP, Manufacturing & Supply / SVP, Global Supply Chain | 2014–2022 | Responsible for global manufacturing and distribution operations . |
| Boston Scientific | Operations roles across CRM, Neuromodulation, Interventional Cardiology, Peripheral Interventions, Structural Heart | 1996–2014 | Supported operations across multiple high-growth business units, building execution depth . |
External Roles
No external public-company directorships or outside roles were disclosed for Sorenson in the proxy’s executive officer biographies .
Fixed Compensation
- BSX discloses base salary levels for Named Executive Officers (NEOs) but does not individually disclose Sorenson’s base salary; executives participate in the company-wide Annual Bonus Plan (ABP) described below .
Performance Compensation
Annual Bonus Plan (ABP) – Structure and 2024 Outcomes
| Element | Details |
|---|---|
| Company financial metrics and weights | Adjusted Net Sales (50%), Adjusted EPS (40%), Adjusted OIM (10%) . |
| 2024 Targets | Adjusted Net Sales $15.61B; Adjusted EPS $2.25; Adjusted OIM 26.7% . |
| 2024 Actuals vs Target | Adj. Net Sales $16.741B (107% of plan); Adj. EPS $2.51 (112%); Adj. OIM 27.0% (101%) . |
| ESG and Quality modifiers | ESG (DEI, engagement, environment) can increase/decrease; Quality modifier can reduce ABP funding; no 2024 modifications applied . |
| 2024 Funding outcome | Applicable Distribution Percentage set at 150% (plan maximum) company-wide; dynamic pool at 7% for top performers via Individual Performance Modifier (0–150%) . |
Notes:
- Sorenson’s individual target bonus % and personal payout are not disclosed; ABP uses a single company-wide funding factor plus individual performance modifier for all executives .
Long-Term Incentives (LTI) – Vehicles, Metrics, and Vesting
| Vehicle | Target Mix | Performance Metric | Vesting/Term |
|---|---|---|---|
| ONSG Performance RSUs | 25% of LTI mix | 3-year Organic Net Sales Growth vs plan | Earn-out after 3 years; death/disability payout at end of period; retirement pro-rata if after Dec 31 of grant year; double-trigger for change-in-control (CIC) with pro-rata if CIC after year 1; forfeiture if CIC in first year . |
| rTSR Performance RSUs | 25% of LTI mix | 3-year relative TSR vs S&P 500 Health Care | Similar vesting/CIC terms to ONSG; 2022 rTSR program paid at 200% based on 93rd percentile performance (shares delivered in Feb 2025) . |
| Non-qualified Stock Options | 25% of LTI mix | Stock price appreciation | Vest 25% annually over 4 years; 10-year term; value only if stock appreciates; no dividends on options . |
| Service-based RSUs | 25% of LTI mix | N/A (service) | Vest 25% annually over 4 years; no dividends on unvested RSUs . |
- LTI mix and vesting terms reflect BSX’s executive program; individual award sizes for Sorenson are not disclosed .
Equity Ownership & Alignment
- Executive stock ownership guidelines: CEO 6x base salary; all other executives 3x base salary; if below guideline, must retain at least 50% of net shares from vest/exercise until compliant .
- Hedging and pledging: Prohibited for executives and directors (e.g., zero-cost collars, forward sales; use of stock as margin) .
- Beneficial ownership: The proxy provides holdings for directors and NEOs; Sorenson’s specific share ownership is not itemized in the table (only directors, NEOs, and the executive group total are shown) .
Employment Terms
Change-in-Control (CIC) Agreements (Executives)
| Term | Non-CEO Executives | CEO |
|---|---|---|
| Cash severance | 2x (base salary + target bonus or prior year’s, if higher) lump sum | 3x (base salary + target bonus or prior year’s, if higher) lump sum . |
| Pro-rata bonus | Pro-rated target bonus for year of termination | Pro-rated target bonus for year of termination . |
| Benefits continuation | Up to 3 years health/life/welfare benefits | Up to 3 years health/life/welfare benefits . |
| Legal fee reimbursement | Up to $100,000 | Up to $100,000 . |
| Equity | Double-trigger required for acceleration if awards are assumed; full vest if not assumed . | |
| Triggers & covenants | CIC + termination without Cause or for Good Reason within 2 years; “best net” 280G cutback; 2-year non-solicitation; release required . |
- BSX also notes some NEO CIC multipliers step down from 3x to 2x excluding the CEO; this reflects ongoing program moderation .
Severance Plan (Director-level and Above)
| Benefit | Provision |
|---|---|
| Cash severance | 2 weeks of pay per completed year of service; minimum 26 weeks, maximum 52 weeks . |
| Health/dental | 1 month subsidized coverage per completed year; minimum 6 months, maximum 12 months . |
| Outplacement | Up to $2,000 . |
| ABP pro-rata | Potential pro-rata ABP if involuntary termination on/after Oct 1 (formula-based) . |
| Coordination | Not available if receiving CIC payments or eligible under the Executive Retirement Plan; release required . |
Clawback and Other Policies
- Dodd-Frank clawback: Mandatory recoupment of erroneously awarded incentive compensation in the event of an accounting restatement; separate discretionary misconduct clawbacks also apply .
- No repricing of underwater options without shareholder approval; no tax gross-ups other than relocation; no excise tax gross-ups .
Company Performance Context (Pay-for-Performance)
| Metric | 2024 Outcome |
|---|---|
| GAAP Net Sales | $16.747B . |
| GAAP Net Sales Growth vs 2023 | 17.6% . |
| Adjusted Net Sales (ABP) | $16.741B . |
| Adjusted EPS (ABP) | $2.51 . |
| Adjusted OIM (ABP) | 27.0% . |
| Organic Net Sales Growth (for ONSG PSP) | 16.4% vs 2023 . |
| 2022 rTSR PSP result | 200% of target (93rd percentile relative TSR) . |
Quality as a gate: The Compensation Committee can reduce ABP funding for quality shortfalls, directly linking Sorenson’s areas (Quality/Regulatory/Operations) to annual cash outcomes; in 2024, no quality deduction was applied .
Governance, Peer Benchmarking, and Say-on-Pay
- Compensation peer group: Healthcare equipment/services and related life sciences peers used; the committee added GE HealthCare Technologies to the peer set for determining FY25 compensation levels .
- Say-on-pay support: Approval of 92.7% (2024), 92.6% (2023), 89.7% (2022), indicating sustained shareholder support for BSX’s pay program . Next advisory vote expected at the 2026 annual meeting per frequency policy .
Investment Implications
- Alignment: Executive pay emphasizes at-risk, multi-year equity (performance RSUs, options) and company-wide ABP metrics; hedging/pledging prohibitions and 3x salary ownership guidelines for executives support long-term alignment .
- Retention and CIC risk: Double-trigger CIC agreements (2x cash for non-CEO executives) with equity treatment safeguards reduce windfall risk and provide retention stability through potential change events; severance plan protection exists for non-CIC layoffs, with meaningful minimums tied to tenure .
- Execution linkage: Quality and operating execution can reduce ABP funding, tying Sorenson’s operational remit directly to cash incentive outcomes; strong 2024 performance funded the ABP at the 150% cap, but quality remains a key downside lever .
- Disclosure gaps and trading signals: Sorenson’s specific base salary, bonus target, LTI grant sizes, and beneficial ownership are not individually disclosed in the proxy (only directors, NEOs, and the group aggregate are shown), limiting insight into his personal selling/holding patterns without reviewing Form 4s; company policies prohibit pledging/hedging and enforce robust clawbacks, reducing misalignment risk .