Renée Galá
DEXCOMAbout Renée Galá
Renée Galá (age 52) is an independent director of DexCom, Inc. (DXCM) appointed in March 2025; she currently serves as President and Chief Operating Officer of Jazz Pharmaceuticals (since 2023) and previously was Jazz’s EVP & CFO (2020–2023) . She holds a B.S. in Mathematics from Vanderbilt University and an M.B.A. from Columbia Business School . The Board has affirmatively determined she is independent under Nasdaq rules, and DXCM disclosed no related‑party transactions involving her under Item 404(a) at appointment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jazz Pharmaceuticals | President & COO | 2023–present | Oversees global operations including commercial, R&D, manufacturing, strategy and quality . |
| Jazz Pharmaceuticals | EVP & CFO | 2020–2023 | Senior finance leadership at a >$4B revenue biopharma company . |
| GRAIL, Inc. | Chief Financial Officer | Jan–Jun 2019 | Early cancer detection private company . |
| Theravance Biopharma | SVP & CFO | Dec 2014–Jan 2019 | Led finance after spin-out from Innoviva . |
| Innoviva/Theravance | Various finance roles | 2006–2014 | Led spin-out transaction . |
| Eli Lilly and Company | Global treasury, pharma sales, corp strategy/BD | 2001–2006 | Multiple roles in finance and strategy . |
| Energy industry firms | Corporate finance, project finance, M&A | ~7 years pre‑2001 | Finance and M&A roles . |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Gossamer Bio, Inc. | Director | 2018–2024 | Audit Committee Chair . |
| Gyroscope Therapeutics | Director | 2020–2021 | Company acquired by Novartis . |
| Corcept Therapeutics | Director | 2016–2019 | Director . |
Board Governance
- Board status: Independent director; Director since 2025 .
- Committee assignments: None as of March 13, 2025 (will be assigned post‑appointment); board committees are fully independent membership .
- Independence and executive sessions: Board determined Galá is independent; independent directors meet in regular executive sessions .
- Attendance context: Board met 6 times in 2024; average board attendance 94%, with each director ≥75% except one (Dahut); Galá joined in 2025 (attendance N/A for 2024) .
- Lead Independent Director: Role held by Mark G. Foletta; responsibilities include presiding over executive sessions and agenda coordination .
Fixed Compensation
| Element | Amount | Vesting/Terms | Source |
|---|---|---|---|
| Initial appointment RSU grant | $500,000 | Vests in equal annual installments over 3 years, subject to continued service | |
| 2025 annual RSU (pro‑rated) | $56,986 | Vests at the earlier of the 2026 annual meeting or 1‑year from grant; pro‑rated from $325,000 for partial year of service | |
| Standard annual equity retainer (directors) | $325,000 (RSUs) | Vests in 1 annual installment; prorated if <6 months service before next annual meeting | |
| Committee chair RSU adders | Audit $27,500; Comp $20,625; Tech $20,625; N&G $20,625 | Annual equity adders | |
| Committee member RSU adders | Audit $12,500; Comp $10,000; Tech $10,000; N&G $10,000 | Annual equity adders | |
| Change in control | Full acceleration of unvested director equity upon change in control | Applies to non‑employee directors | |
| Other pay elements | No cash retainers, no meeting fees; reimburses reasonable meeting expenses | Director compensation since 2011 has been RSU‑only |
Performance Compensation
| Award type | Performance metrics | Vesting criteria | Notes |
|---|---|---|---|
| Director equity (RSUs) | None (no performance metrics for directors) | Time‑based per initial/annual schedules | Non‑employee director pay is in equity, specifically time‑based RSUs ; no other equity or non‑equity compensation paid since 2011 . |
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Notes |
|---|---|---|
| Jazz Pharmaceuticals | President & COO (officer, not a DXCM competitor) | Board determined independent; no Item 404(a) related‑party transactions involving Galá disclosed at appointment . |
| Gossamer Bio | Former Director; Audit Chair | No DXCM related‑party ties disclosed . |
| Gyroscope Therapeutics | Former Director | No DXCM related‑party ties disclosed . |
| Corcept Therapeutics | Former Director | No DXCM related‑party ties disclosed . |
DXCM Nominating & Governance considers director time commitments when evaluating candidates, which mitigates over‑boarding/commitment risk .
Expertise & Qualifications
- Senior operating and financial leadership across biopharma (President & COO; former CFO) with M&A and international expansion experience .
- Audit oversight and financial expertise (audit committee chair at Gossamer Bio) .
- Education: B.S. Mathematics (Vanderbilt); M.B.A. (Columbia) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of Mar 13, 2025) | “—” shares reported; less than 1% of outstanding (392,107,501 shares outstanding) . |
| RSUs vesting within 60 days (for director ownership calc) | Not listed for Galá (new appointee) . |
| Pledged/hedged shares | Company prohibits pledging and hedging; applies to directors . |
| Director stock ownership guideline | Must hold DXCM stock equal to 2x annual equity grant within 5 years; includes unvested time‑based RSUs in calculation . |
Governance Assessment
- Alignment: Director compensation is 100% equity (time‑based RSUs), including role/committee adders; no cash fees or meeting fees, which strengthens long‑term alignment with shareholders .
- Independence and conflicts: Board determined Galá is independent; 8‑K appointment disclosure notes no related‑party transactions under Item 404(a), supporting low conflict risk .
- Ownership/hedging discipline: Five‑year director ownership guideline (2x annual grant) and prohibitions on pledging/hedging enhance alignment and risk controls .
- Engagement/attendance: 2024 board cadence and strong attendance rates suggest robust board engagement; Galá joined post‑2024, with future committee placements pending .
- RED FLAGS: None disclosed—no related‑party transactions, no hedging/pledging, no attendance issues applicable to Galá; continued monitoring warranted as she balances a full‑time President/COO role with DXCM board service, noting the committee’s emphasis on time‑commitment in director evaluations .