Sheila Antrum
About Sheila Antrum
Sheila Antrum (age 66) has served as an independent director of FIGS since 2021. She is Senior Vice President and Chief Operating Officer of UCSF Health (since Aug 2017), previously President–Adult Services (since Sep 2015) and Chief Nursing Officer of UCSF Medical Center (2007–2017; interim CNO 2019–2020). She holds a Bachelor of Science in Nursing from Hampton University and a Master’s in Health Services Administration from the University of Michigan School of Public Health. She also serves on the board of Integer Holdings Corporation (since Feb 2021) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UCSF Health | SVP & COO | Aug 2017–present | Enterprise operations leader overseeing hospital and adult services |
| UCSF Health | President – Adult Services | Sep 2015–present | Adult services leadership and operational oversight |
| UCSF Medical Center | Chief Nursing Officer | Sep 2007–2017; interim CNO 2019–2020 | Clinical operations and nursing leadership |
| UC San Diego Medical Center | Chief of Ambulatory Operations; Associate Director Clinical Cancer Center Ops | 2003–2007 | Ambulatory operations and oncology center management |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Integer Holdings Corporation | Director | Since Feb 2021 | Committee service not disclosed in FIGS proxy |
Board Governance
- Committee assignments: Member, Nominating & Corporate Governance Committee; Chair is J. Martin Willhite; Melanie Whelan also serves as Chair of Compensation and member of Nominating .
- Independence: The Board determined Ms. Antrum is independent under NYSE listing standards .
- Attendance: FIGS’ Board met 10 times in 2024; each then‑serving director attended at least 75% of Board and committee meetings during their service; Nominating & Corporate Governance Committee met twice in 2024 .
- Lead Independent Director: Kenneth Lin; independent directors hold executive sessions regularly, at least twice per year .
- Controlled company: FIGS qualifies as a “controlled company” under NYSE rules due to founder voting arrangements; certain governance exemptions may apply .
Fixed Compensation
| Component | 2024 Amount (USD) |
|---|---|
| Cash fees (retainer + committee + special committee) | $65,000 |
| Equity (annual RSU grant, grant-date fair value) | $150,000 |
| Total 2024 Director Compensation | $215,000 |
- Program structure (reference): Annual director cash retainer $50,000; committee member retainers—Audit $10,000, Compensation $7,500, Nominating $5,000; committee chair retainers—Audit $20,000, Compensation $15,000, Nominating $10,000; annual RSU grant ~$150,000 (time‑based vesting to next annual meeting) .
- Special committee service: Ms. Antrum received an additional $10,000 cash fee for service on a special committee in 2024 .
Performance Compensation
| Metric | Applies to Director Pay? | Notes |
|---|---|---|
| Performance-based cash bonus | No | FIGS director program uses fixed cash retainers; no performance cash elements disclosed |
| PSU/Performance equity metrics | No | Annual director RSUs vest time‑based (to next annual meeting) |
FIGS’ non‑employee director compensation program is predominantly fixed-fee cash and time‑based RSUs; no disclosed revenue/EBITDA/TSR or ESG performance metrics apply to director compensation .
Other Directorships & Interlocks
- Current public company board: Integer Holdings Corporation (since Feb 2021) .
- Interlocks/conflicts: No related‑party transactions involving Ms. Antrum were disclosed. FIGS maintains a related‑party transaction policy overseen by the Audit Committee; 2024–2025 related‑party transactions disclosed involved other parties (e.g., OOG, Baron) but not Ms. Antrum .
Expertise & Qualifications
- Healthcare operations and hospital system leadership spanning nursing, ambulatory and adult services; seasoned COO in an academic medical center environment .
- Clinical and administrative background enables oversight of human capital, safety, supply chain and patient‑centric operations—relevant to FIGS’ healthcare apparel customer base .
Equity Ownership
| Ownership Detail | Amount |
|---|---|
| Class A shares beneficially owned | 70,795 (includes 42,652 shares + 28,143 RSUs vesting within 60 days of 4/9/2025) |
| Class B shares | None |
| Ownership as % of outstanding | <1% (asterisked in table) |
| RSUs held as of 12/31/2024 | 28,143 |
- Hedging/pledging: FIGS prohibits directors from hedging or pledging company stock; insider trading and anti‑hedging/pledging policies apply to directors .
Governance Assessment
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Positives:
- Independent status with deep healthcare operations expertise; relevant stakeholder insight for FIGS’ core customer base .
- Committee service on Nominating & Corporate Governance supports board refreshment, independence oversight and annual board evaluations .
- Robust director participation framework: independent executive sessions led by Lead Independent Director; board and committee attendance thresholds met in 2024 .
- Conservative director pay design (fixed cash + time‑based RSUs) avoids pay‑for‑performance distortions and aligns with typical governance practice .
- Company-level guardrails: formal related‑party policy with Audit Committee approval; anti‑hedging/pledging policy; clawback policy for executives (broader governance posture) .
-
Watch items / potential red flags:
- Controlled company status reduces some NYSE governance requirements—investors should monitor board independence, committee leadership and director refreshment over time .
- Director equity ownership is modest (<1%); stock ownership guidelines for directors are not disclosed—monitor equity alignment through annual RSU grants and long‑term holding .
- No performance metrics tied to director compensation (standard market practice, but reduces explicit pay‑for‑performance signaling) .
-
Overall: Ms. Antrum adds strong sectoral expertise and independent oversight on governance matters, with no disclosed conflicts or related‑party exposures. The controlled company dynamic warrants continued attention to committee independence and engagement; current structures (Lead Independent Director, executive sessions, related‑party policy) mitigate risk, and her attendance and committee participation support board effectiveness .