Roberto Mignone
About Roberto Mignone
Roberto Mignone (age 53) is an independent director of Guardant Health (GH), appointed October 21, 2024. He serves on the Audit Committee and is designated an “audit committee financial expert.” Mignone is Founder and Managing Partner of Bridger Management LLC; previously co‑founded Blue Ridge Capital; he currently sits on the Teva Pharmaceuticals Board and is co‑Vice Chair at NYU Langone Medical Center. He holds a BA in Classics (Harvard College) and an MBA (Harvard Business School).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bridger Management LLC | Founder & Managing Partner | 2000–present | Healthcare-focused long-term equity investor |
| Blue Ridge Capital LLC | Co‑founder & Partner | 1996–2000 | Multi‑sector investing (healthcare, TMT, financials) |
| Avanti Acquisition (SPAC) | Director | Jun 2021–Oct 2022 | Board oversight of SPAC activities |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Teva Pharmaceuticals | Director | Current | Large global pharma; board experience |
| NYU Langone Medical Center | Co‑Vice Chairman | Current | Governance in leading academic medical center |
Board Governance
- Committee assignments: Audit Committee member; designated “audit committee financial expert.”
- Independence: Board affirmatively determined Mignone is independent under Nasdaq and SEC rules.
- Attendance: In 2024 the Board met 10 times; all incumbent directors (including late‑year appointees) attended ≥75% of combined Board/committee meetings; Audit Committee met 4 times.
- Class/term: Class I director; nominated for re‑election at the June 18, 2025 annual meeting to a term expiring in 2028.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | GH directors receive no cash for Board service; reasonable expenses reimbursed |
| Committee membership fees | $0 | No additional compensation for committees |
| Committee chair fees | $0 | Lead Independent Director receives separate RSU (not applicable to Mignone) |
| Meeting fees | $0 | No per‑meeting fees |
Performance Compensation
| Equity Type | 2024 Grant Value | Shares/Units | Grant/Valuation Details | Vesting |
|---|---|---|---|---|
| RSUs (Initial Award) | $362,517 | Not disclosed by shares at grant | Valued using $28.61 closing price (Nov 8, 2024) | 25% at 1st anniversary; remaining 75% monthly thereafter over 3 years |
| Stock Options (Initial Award) | $362,677 | Not disclosed by options at grant | Black‑Scholes fair value at grant | Time‑based; consistent with director program terms |
| Annual Awards (for continuing directors) | RSUs: $212,500; Options: $212,500 | N/A | Not applicable for Mignone in 2024 (joined in Oct; initial award applies) | RSUs/options vest fully at earlier of 1 year or next annual meeting |
| Change‑in‑Control/Other Acceleration | N/A | N/A | Director equity vests in full immediately prior to death, disability, termination without cause, or change in control | As stated |
Performance metrics tied to director pay: None disclosed; director compensation is equity‑based (RSUs/time‑vested options), not performance‑conditioned.
Other Directorships & Interlocks
| Company/Institution | Potential Interlock/Conflict Consideration |
|---|---|
| Teva Pharmaceuticals (Director) | Pharma customer/partner exposure is possible in industry; GH disclosed no related‑party transactions for 2024. |
| NYU Langone Medical Center (Co‑Vice Chair) | Academic medical center governance; no GH related‑party transactions disclosed for 2024. |
Expertise & Qualifications
- Deep healthcare investing and finance expertise; decades managing complex portfolios in healthcare sectors.
- Audit literacy and experience; designated “audit committee financial expert.”
- Public company board experience (Teva, prior SPAC), adding large‑cap pharma perspective to GH.
- Education: BA Classics (Harvard College); MBA (Harvard Business School).
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (as of Apr 21, 2025) | 0 shares; <1% ownership |
| Outstanding RSUs (as of Dec 31, 2024) | 12,671 units |
| Outstanding stock options (as of Dec 31, 2024) | 19,535 options |
| Director stock ownership guidelines | $250,000 minimum; compliance by later of Jan 1, 2026 or 5 years after designation; counts time‑vested RSUs (not options/PSUs) |
| Retention/hedging/pledging policy | Must retain 20% of net shares until guideline met; hedging/pledging/margin/shorts prohibited |
Governance Assessment
- Strengths: Independent director with audit committee financial expert designation; adds healthcare investing and pharma governance experience; sits on Audit Committee that oversees financial/reporting risk and reviews related‑party transactions.
- Alignment: Director pay entirely in equity (no cash), with standardized vesting and no meeting/committee fees; caps under 2018 plan ($750k per director) support discipline.
- Engagement: 2024 attendance thresholds met across incumbents; audit committee active (4 meetings).
- Conflicts: GH reports no related‑party transactions in 2024; Audit Committee pre‑approves related‑party items per policy.
- Watch items: As a recent appointee, beneficial ownership was 0 shares as of record date; monitor progress toward director ownership guideline over time.
- Election signal: Board nominated Mignone for re‑election at the 2025 annual meeting, indicating confidence in his contribution.