Daniel Levangie
EXACT SCIENCESAbout Daniel Levangie
Independent director of Exact Sciences since 2010; age 74. Serves on Audit & Finance and Human Capital Committees. Former CEO/President at multiple medtech and diagnostics companies; B.S. in Pharmacy from Northeastern University. Independence affirmed under Nasdaq standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CereVasc, LLC | Founder, Chairman, President & CEO | 2018–present | Led early-stage device development and commercialization strategy. |
| ATON Partners | Founder & Managing Partner | 2013–2018 | Healthcare advisory and investment; pipeline/company building. |
| Insulet Corporation | President, Insulet Drug Delivery | 2013–2017 | Commercial leadership in diabetes devices; growth initiatives. |
| Dune Medical Devices | CEO | 2011–2013 | Oversaw diagnostic/therapeutic device strategy. |
| Constitution Medical Investors (sold to Roche) | Co‑Founder & Managing Partner | 2008–2013 | Product development; strategic sale. |
| Keystone Dental | CEO | 2009–2011 | Operations and manufacturing leadership. |
| Cytyc Corporation (acquired by Hologic) | EVP & COO; other leadership roles | 1992–2007 | In vitro diagnostics; commercialization and operations leadership. |
| Abbott Laboratories | Sales, marketing, management | 1975–1992 | Commercial execution across healthcare segments. |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Renalytix plc (Nasdaq: RNLX) | Director | 2021–2024 | Public company board service concluded in 2024. |
| Insulet Corporation (Nasdaq: PODD) | Director | 2011–2016 | Diabetes medtech oversight. |
| Hologic, Inc. (Nasdaq: HOLX) | Director | 2007–2009 | Women’s health diagnostics oversight. |
Board Governance
- Committee assignments and meeting cadence:
- Audit & Finance Committee member (6 meetings in 2024); committee includes Paul Clancy (Chair), Michael Barber, Daniel Levangie.
- Human Capital Committee member (5 meetings in 2024); committee includes Katherine Zanotti (Chair), James Doyle, Daniel Levangie, Kimberly Popovits.
- Independence: Board determined Levangie is independent; all members of A&F, HCC, CGNC are independent under Nasdaq and SEC rules.
- Attendance: Board met 9 times in 2024; all directors attended at least 75% of aggregate Board and committee meetings on which they served.
- Executive sessions: Regular sessions of independent directors led by Lead Independent Director (James Doyle) with defined duties (agenda setting, CEO review, liaison role).
- Majority voting standard for uncontested director elections; resignation process triggered upon failure to receive majority of votes cast.
- Limits on other board service (time/commitment and audit committee limits) and requirement to notify CGNC Chair to assess conflict potential.
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual Board retainer (cash) | $70,000 | Director cash retainer increased from $60k to $70k effective 2024. |
| Audit & Finance Committee member retainer | $12,500 | Member (not Chair). |
| Human Capital Committee member retainer | $10,000 | Member (not Chair). |
| Total cash fees received (2024) | $92,500 | Sum of cash retainers. |
| Annual equity grant (restricted stock) | $253,892 | 5,939 shares; grant date fair value under ASC 718. |
| Total 2024 director compensation | $346,392 | Cash + equity. |
Policy context:
- Annual non-employee director equity grant targeted at $300,000 (granted at AGM; vests at earlier of 1 year or next AGM; rounding and accounting treatment may result in ASC 718 fair value differing from target).
- Non-employee director compensation cap under 2019 Plan $600k; proposed 2025 Plan increases to $750k (and $1.5M in the year joining the Board), subject to shareholder approval.
Performance Compensation
Directors do not receive performance-based cash or PSUs; equity awards are time-based. Key terms:
- Annual equity awards vest upon the earlier of the first anniversary of grant or next annual meeting; fully accelerate upon death, disability, or change of control; pro rata vesting upon other cessation.
- Anti-repricing without shareholder approval; minimum 1-year vesting standard in proposed 2025 Plan (limited exceptions ≤5% pool).
- Clawback policy applies at Company level (goes beyond Dodd-Frank for incentive compensation; primarily cited for executives).
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Current public boards | None disclosed for 2025; last concluded at Renalytix plc in 2024. |
| Shared company ties | Historical connections to Insulet and Hologic; other current Exact directors also have medtech ties (e.g., Petrovic at Insulet), but no related-party transactions reported. |
| Compensation committee interlocks | 2024 Human Capital Committee membership (incl. Levangie); none of the committee members were officers; no executive officers served on other companies’ compensation committees in 2024. |
| Related party transactions | None >$120,000 involving directors/officers proposed or occurred in 2024; formal policy requires Audit & Finance Committee review of any related person transactions. |
Expertise & Qualifications
- Deep pipeline development/commercialization expertise across IVD and medical devices; executive leadership of CereVasc, Dune Medical Devices, Keystone Dental; operational leadership at Cytyc and Abbott.
- Committees align with background: financial oversight (Audit & Finance), talent/compensation oversight (Human Capital).
- Education: B.S., Pharmacy (Northeastern University).
Equity Ownership
| Date | Issued Shares | Shares Issuable within 60 days | Total Beneficial Ownership | % of Outstanding Shares |
|---|---|---|---|---|
| Apr 13, 2023 | 23,297 | 3,340 | 26,637 | ~0.015% (26,637 / 179,832,506)* |
| Apr 15, 2024 | 22,975 | 3,340 | 26,315 | ~0.014% (26,315 / 183,850,124)* |
| Apr 15, 2025 | 28,914 | 3,340 | 32,254 | ~0.017% (32,254 / 188,594,669)* |
Notes:
- As of 12/31/2024, unvested RSUs/DSUs for Levangie totaled 5,939 shares (not all counted as “beneficial” unless vesting within 60 days).
- Director stock ownership guidelines: retain shares equal to ≥5× annual retainer; all non-employee directors were compliant or on track by 12/31/2024.
- Anti-hedging/anti-pledging: Directors prohibited from hedging, short sales, margin accounts, or pledging.
Governance Assessment
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Strengths
- Experienced operator across diagnostics and medtech; committee alignment with financial and human capital oversight.
- Independence affirmed; regular executive sessions led by an empowered Lead Independent Director.
- Robust governance architecture: majority voting in uncontested elections, proxy access, director stock ownership guidelines, anti-hedging/pledging, no repricing without shareholder approval.
- Shareholder support signals: 2024 Say‑on‑Pay approved by ~92% of votes cast; ongoing engagement with top holders (~68% of shares).
-
Watch items
- Long tenure (since 2010) may draw investor scrutiny on refreshment; board pursuing declassification and has added new independent directors (2025 nominees).
- Director pay increased in 2024 (cash retainer, IT&P fees) and proposed raise to non‑employee director caps under 2025 Plan—monitor for pay inflation relative to responsibilities and market median positioning.
- Historical ties to industry peers (Hologic, Insulet) warrant continued monitoring for potential perceptions of interlocks; no related-party transactions reported in 2024.
Overall, Levangie’s operational depth and committee contributions support board effectiveness, with independence and policy safeguards mitigating conflict risks; compensation and tenure warrant standard investor monitoring.