Steven Altman
DEXCOMAbout Steven R. Altman
Steven R. Altman is an independent director of DexCom, Inc., serving on the board since 2013; he is 63 years old as of the March 13, 2025 record date . He is a former Vice Chairman and President of Qualcomm, where he architected the company’s global IP licensing strategy, and holds a B.S. from Northern Arizona University and a J.D. from the University of San Diego . At DexCom, he serves on the Compensation Committee and the Nominating and Governance Committee; the Board has affirmatively determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Qualcomm Incorporated | Vice Chairman; member of Executive Committee | Nov 2011–Jan 2014 | Senior leadership; oversight at corporate level |
| Qualcomm Incorporated | President | Jul 2005–Nov 2011 | Led business; accelerated growth of CDMA licensing |
| Qualcomm Incorporated | Executive Vice President | Nov 1997–Jun 2005 | Senior leadership across functions |
| Qualcomm Technology Licensing | President | Sep 1995–Apr 2005 | Chief architect of IP licensing strategy |
| Prospector Capital Corporation (public SPAC) | Chairman of the Board | Jan 2021–Dec 2023 | Served until business combination with LeddarTech in Dec 2023 |
External Roles
| Organization | Role | Current/Public | Tenure/Status |
|---|---|---|---|
| Prospector Capital Corporation | Chairman of the Board | Public company (until de-SPAC) | Jan 2021–Dec 2023 (ended at merger) |
| Other current public company boards | — | None | DexCom proxy lists none for Altman |
Board Governance
- Committee assignments: Compensation Committee (member), Nominating & Governance Committee (member) .
- Independence: Board affirmed Altman qualifies as an independent director under Nasdaq standards; all standing committees are fully independent .
- Attendance and meetings: Board met 6 times in 2024; each director attended at least 75% of aggregate meetings except Karen Dahut; average Board attendance was 94% . Compensation Committee held 4 meetings (avg attendance 93%); Nominating & Governance held 4 meetings (avg attendance 88%) .
- Majority voting and resignation policy: Directors must receive more “For” than “Against” votes in uncontested elections; incumbents failing to meet the standard are expected to tender resignations subject to expedited review .
- Anti-hedging/pledging: DexCom prohibits hedging and pledging of company securities for employees and non-employee directors; covered by Insider Trading Policy and governance highlights .
Fixed Compensation
| Component | Structure | 2024 Amounts (Altman) | Notes |
|---|---|---|---|
| Annual Board retainer | Value-based RSUs | $341,075 (grant-date fair value) | DexCom compensates non-employee directors in equity (RSUs) only; no added cash retainer |
| Committee membership equity | Value-based RSUs | Included in total above | Policy schedules: Compensation Committee member $10,000; Nominating & Governance member $10,000 (value-based RSUs) |
| Unvested RSUs at 12/31/2024 | Shares | 2,613 RSUs | Annual RSUs generally vest in one year; initial appointment grants vest over 3 years |
| Stock ownership guideline | Required level | 2× annual equity grant; 5-year compliance window | All directors serving ≥5 years are in compliance as of the record date |
Performance Compensation
| Metric/Term | Definition | 2024 Status |
|---|---|---|
| Performance-linked pay for directors | None disclosed (director equity awards are time-based RSUs) | Not applicable (no performance metrics tied to director compensation) |
| Vesting schedule | Annual RSUs vest in one installment; initial grants vest over 3 years (equal annual) | In effect |
| Change-in-control treatment | Non-employee director outstanding equity vests fully upon change in control | In effect |
Other Directorships & Interlocks
| Company | Relationship | Potential Interlock/Conflict | Disclosure |
|---|---|---|---|
| Prospector Capital Corporation (SPAC) → LeddarTech Holdings Inc. | Former chairman (ended Dec 2023) | None disclosed with DexCom’s customers/suppliers | Prospector role ended at de-SPAC; no related-party transactions reported |
| Related party transactions | — | — | DexCom reports no transactions >$120,000 involving directors or immediate families since Jan 1, 2024 |
Expertise & Qualifications
- Deep technology/IP licensing and global commercialization experience from Qualcomm leadership; strategic acumen relevant to DexCom’s scaling and partnerships .
- Education: B.S. (Northern Arizona University) and J.D. (University of San Diego) .
Equity Ownership
| Holder | Beneficial Ownership | Composition Details | Ownership % |
|---|---|---|---|
| Steven R. Altman | 58,630 shares | 2,613 RSUs vesting within 60 days; 56,017 shares held by a trust of which Altman is a trustee | <1% (based on 392,107,501 shares outstanding) |
Governance Assessment
- Board effectiveness: Altman’s long-tenured independence (since 2013) and committee roles in compensation and governance strengthen oversight of pay practices, risk controls, and director nomination processes; both committees are fully independent with documented responsibilities and regular meetings .
- Alignment and incentives: Director pay is equity-only with defined retainer and committee RSU schedules; ownership guidelines require 2× annual equity grant and are met by directors with ≥5 years’ service, supporting skin-in-the-game alignment .
- Attendance and engagement: Board and committee structures show robust meeting cadence and strong attendance in 2024; Altman met the ≥75% attendance threshold and serves on two active oversight committees .
- Conflicts/related-party risk: No related-party transactions reported for directors; Insider Trading Policy forbids hedging, and governance highlights disallow pledging, reducing misalignment or collateral risks .
- Change-in-control terms: Director RSUs accelerate upon change in control; while common, this can be viewed as a modest shareholder-unfriendly feature if not balanced by strong independence and ownership guidelines—both are present at DexCom .