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John Greene

Director at CRISPR TherapeuticsCRISPR Therapeutics
Board

About John T. Greene

Independent director; age 59; on CRISPR Therapeutics’ board since June 2019. Executive Vice President and CFO of Discover Financial Services since September 2019, with prior senior finance roles at Bioverativ, Willis Group, HSBC, and GE; B.S. (SUNY) and MBA (Northwestern Kellogg). Board determined he is independent under Nasdaq rules; designated an Audit Committee financial expert. Attendance met at least the 75% threshold across board/committee meetings in 2024.

Past Roles

OrganizationRoleTenureNotes
Bioverativ, Inc.EVP, CFO & TreasurerNov 2016 – Apr 2018Biopharma finance leadership
Willis Group HoldingsCFOJun 2014 – Jan 2016Risk advisory/insurance brokerage
HSBCSenior executive roles; CFO for Retail Banking & Wealth Management~8 years (prior to 2014)Global financial services
General ElectricVarious finance roles~12 years (prior to HSBC)Diversified industrial finance experience

External Roles

OrganizationRoleTenurePublic Board Service
Discover Financial Services (NYSE: DFS)EVP & CFOSep 2019 – presentNone disclosed beyond CRSP

Board Governance

  • Committees and roles:
    • Audit Committee chair; independent and “Audit Committee financial expert” designation
    • Compensation Committee member (slated to continue post-AGM)
  • Independence: Board determined Greene is independent under SEC/Nasdaq standards
  • Attendance and engagement (2024):
    • Board met 5 times; each director attended at least 75% of aggregate board and committee meetings
    • Audit Committee met 4 times; Compensation Committee met 5 times
  • Board leadership: Combined Chair/CEO structure with Lead Independent Director (Douglas Treco) presiding over executive sessions and shareholder engagement as appropriate

Fixed Compensation (Director)

Policy and 2024 actuals indicate a cash retainer plus committee fees; no meeting fees.

ComponentPolicy AmountGreene 2024 Cash
Board annual cash fee$50,000
Audit Committee chair fee$20,000
Compensation Committee member fee$7,500
Lead Independent Director fee$15,000 (not applicable)
Total cash received (2024)$75,426

Notes:

  • Policy amounts per non-employee director compensation policy; Greene’s 2024 cash total reflects role-based fees and proration as applicable.

Performance Compensation (Director equity)

Directors receive time-based stock options (no disclosed performance metrics).

Equity ElementGrant TypeGreene 2024 ValueVesting Terms
Annual director option grantOptions$409,680Annual options vest in 12 equal monthly installments; initial new director grants (26,000 options) vest over 3 years
Outstanding options at 12/31/2024Options (exercisable/unexercisable aggregate)98,667 optionsAs granted under plan terms

No director performance metrics (e.g., TSR/EBITDA goals) are disclosed for director pay; equity is time-based.

Other Directorships & Interlocks

  • No other public company directorships disclosed for Greene in the past five years; current external role as CFO of Discover Financial Services.
  • Related-party transactions disclosed for 2024 did not involve Greene (transactions involved SR One-affiliated entities and other >5% holders).

Expertise & Qualifications

  • Deep finance and risk oversight experience as a public company CFO; extensive prior roles across financial services and biopharma.
  • Audit Committee financial expert designation.
  • Education: SUNY undergraduate; Northwestern Kellogg MBA.

Equity Ownership

Ownership ItemAmount
Shares owned directly7,000 common shares
Options/Rsus exercisable/vesting within 60 days (as of 3/15/2025)103,000
Total beneficial ownership110,000; less than 1% of outstanding (*)
Anti-hedging/pledging policyDirectors prohibited from hedging or pledging company securities

(*) The company’s beneficial ownership table denotes “less than 1%” for Greene.

Fixed vs Equity Mix (2024 Director Pay)

CategoryCash ($)Equity ($)Total ($)
Greene75,426409,680485,106

Governance Assessment

  • Strengths:
    • Independent director; Audit Chair with “financial expert” designation—supports robust financial reporting and risk oversight.
    • Attendance met ≥75% threshold; active committee service (Audit chair; Compensation member).
    • Ownership alignment through options; company policy prohibits hedging/pledging (alignment safeguard).
  • Watch items:
    • Significant external executive role (CFO of DFS) implies time demands; mitigated by meeting-attendance compliance and ongoing committee leadership.
    • Broader governance climate: 2024 U.S. say‑on‑pay support at ~75% for NEOs—moderate, not overwhelming, indicating room for continued investor engagement on compensation.

Related-Party Transactions and Conflicts

  • Company’s related person transaction policy requires Audit Committee approval; 2024 transactions involved SR One-affiliated purchases in a registered direct offering; no transactions disclosed involving Greene.
  • Voting restrictions/controls (Swiss AoA) limit concentration and proxy dynamics; not specific to Greene but relevant to governance context.

Say‑on‑Pay & Shareholder Feedback (Context)

  • 2024 U.S. say‑on‑pay approval ~75% (advisory); company continues annual say‑on‑pay under U.S. rules and binding Swiss votes on compensation limits.

Committee Assignments

CommitteeRole2024 Activity
AuditChair; independent; financial expert4 formal meetings
CompensationMember5 formal meetings

Director Compensation Policy Summary

  • Cash retainers and committee fees as listed; annual and initial option grants to directors; automatic full vesting upon death/disability or sale event; quarterly payment in arrears; expense reimbursement for board service.

No evidence of director meeting fees, perquisites, tax gross‑ups, or performance‑based director equity; hedging/pledging prohibited.

Notes on Independence, Attendance, and Engagement

  • Board determined Greene independent under Nasdaq Rule 5605; audit/comp committee independence criteria satisfied.
  • Each director attended at least 75% of aggregate board and committee meetings in 2024; all directors attended the 2024 AGM.
  • Lead Independent Director (Treco) facilitates executive sessions and shareholder engagement.

RED FLAGS

  • None disclosed specific to Greene: no related-party transactions, pledging/hedging, or attendance shortfalls mentioned.