Aimee S. Weisner
GLAUKOSAbout Aimee S. Weisner
Independent director at Glaukos since 2014; age 56 (as of April 15, 2025). She serves on the Audit Committee, brings extensive in‑house medtech legal/compliance experience (Edwards Lifesciences Corporate VP & General Counsel 2011–2019; Advanced Medical Optics EVP Administration & Secretary 2002–2009; Allergan roles 1998–2002), and holds a B.A. from Cal State Fullerton and a J.D. from Loyola Law School Los Angeles. Current term: Class II, expiring at the 2026 annual meeting; the Board affirms she is independent under NYSE rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Edwards Lifesciences | Corporate Vice President & General Counsel | 2011–2019 | Led legal/compliance in medtech; governance, risk, IP, reimbursement expertise |
| Public Pharma/Med Device companies | Legal Advisor | 2009–2010 | Strategic legal advisory |
| Advanced Medical Optics (AMO) | Executive Vice President, Administration & Secretary (various positions) | 2002–2009 | Corporate governance, HR, internal audit |
| Allergan | Vice President, Assistant General Counsel & Assistant Secretary (various positions) | 1998–2002 | Legal and compliance leadership |
External Roles
| Company | Ticker | Role | Tenure |
|---|---|---|---|
| Lensar, Inc. | LNSR | Director | 2021–present |
| STAAR Surgical Company | STAA | Director | 2022–present |
| Oyster Point Pharma, Inc. | OYST | Director (former) | 2019–2023 |
Board Governance
- Committee assignments: Audit Committee member; not a committee chair. The Audit Committee met 8 times in 2024; Board met 5 times; CNG met 4 times. Each director attended at least 75% of aggregate Board/committee meetings; all directors attended the 2024 annual meeting; independent directors meet in regular executive sessions.
- Independence & tenure: Board determined Ms. Weisner is independent; director since 2014; Class II; term expires 2026.
- Engagement signals: Annual board/committee/self-evaluations; average director attendance 95% in 2024; independent Lead Director structure.
- Overboarding: Policy generally limits to ≤4 public boards (≤2 for sitting public company CEOs); Board states all directors are in compliance. Ms. Weisner serves on GKOS plus two other public boards, within policy.
- Related‑party oversight: Audit Committee (independent) reviews/approves related person transactions per written policy. No specific related transactions disclosed for Ms. Weisner.
Fixed Compensation
- Policy (updated March 2025): $50,000 annual Board retainer; $10,000 per committee membership; $12,500 per year for Audit Chair; $12,500 per year for CNG Chair; $40,000 per year for Lead Independent Director. Directors may elect to receive retainers as RSUs with a 15% premium; elective RSUs vest after 1 year.
- 2024 director compensation (paid in 2024 for service year ended Dec 31, 2024):
| Component (2024) | Amount |
|---|---|
| Fees earned or paid in cash | $0 (elected equity in lieu of cash) |
| Stock awards (incl. elective RSUs) | $258,948 |
| Option awards | $75,009 |
| Total | $333,957 |
Additional grant detail: She elected to receive her 2024 annual cash retainers as RSUs, receiving 895 RSUs on Jan 2, 2024; this elective grant is included in “Stock awards.”
Performance Compensation
- Annual equity program for non‑employee directors: RSUs ($200,000 fair value) and stock options ($160,000 fair value) granted annually; both vest in one installment on the first anniversary of grant (or next annual meeting, if earlier).
- 2024 grants actually made: On May 30, 2024, each independent director received 1,716 RSUs and 1,246 options; exercise price $110.70; vesting in full the following year per program terms.
| Grant | Grant Date | Instrument | Shares/Options | Exercise Price | Grant Date Fair Value (as reported) | Vesting |
|---|---|---|---|---|---|---|
| Elective RSU (retainer in equity) | Jan 2, 2024 | RSU | 895 | — | Included in “Stock awards” line item ($258,948 total) | Vests in 1 installment at 1 year |
| Annual Director Equity | May 30, 2024 | RSU | 1,716 | — | Part of program ($200,000 policy target; individual reported total shown above) | Vests in 1 installment at 1 year |
| Annual Director Equity | May 30, 2024 | Stock options | 1,246 | $110.70 | Part of program ($160,000 policy target; individual reported $75,009 for 2024) | Vests in 1 installment at 1 year |
Outstanding awards as of Dec 31, 2024:
| Metric | Amount |
|---|---|
| Outstanding stock awards (RSUs; includes deferred) | 16,594 |
| Outstanding stock options | 31,246 |
Notes:
- Director equity is time‑based; no performance metrics are applied to director equity awards.
Other Directorships & Interlocks
| Company | Industry Proximity to GKOS | Potential Interlock Consideration |
|---|---|---|
| STAAR Surgical (STAA) | Ophthalmic devices | Industry adjacency; monitor for any competitively sensitive overlaps; GKOS overboarding policy and related‑party review mitigate structural risk. |
| Lensar (LNSR) | Ophthalmic surgical tech | Industry adjacency; same monitoring considerations as above. |
| Oyster Point Pharma (OYST) | Ophthalmic pharma | Former role; lower current interlock risk. |
Expertise & Qualifications
- Extensive legal and compliance leadership in medtech with depth in regulatory/reimbursement, IP, governance, risk management, corporate transactions, HR, and internal audit.
- Board‑level governance: independent Audit Committee member; Board skill matrix highlights governance/compliance and regulatory/risk expertise presence on the Board.
Equity Ownership
| Measure | Detail |
|---|---|
| Total beneficial ownership | 78,365 shares; “less than 1%” of outstanding; based on 57,086,023 shares outstanding as of April 4, 2025. |
| Direct/indirect holdings | 28,525 shares via The Saeman‑Weisner Family Trust (co‑trustee with spouse); 2,000 shares via The Weisner Saeman Family Irrevocable Trust (co‑trustee with spouse). |
| Options (exercisable/within 60 days) | 31,246 shares issuable upon exercise within 60 days of April 4, 2025. |
| RSUs vesting within 60 days | 1,716 shares to be delivered upon vesting within 60 days of April 4, 2025. |
| Deferred RSUs | 13,983 RSUs vested but delivery deferred per director program (earlier of 5th anniversary or separation). |
| Pledging/Hedging | Prohibited for directors under Company policy; directors subject to a stock ownership policy equal to ≥6× annual retainer; company states all directors required to be in compliance as of Jan 1, 2025 are in compliance. |
Governance Assessment
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Strengths
- Independence and committee service: Independent since 2014; active on the Audit Committee (eight meetings in 2024); Board practices include executive sessions and robust evaluations.
- Engagement/attendance: Directors averaged 95% attendance in 2024; all directors attended the 2024 annual meeting; each director met the ≥75% threshold.
- Ownership alignment: Elects retainers in RSUs (with 15% premium), maintains meaningful equity (including deferred RSUs), subject to anti‑pledging and ownership policy.
- Shareholder support signal: Strong say‑on‑pay support (2025: For 48,971,169; 2024: 95%), indicating investor confidence in compensation governance.
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Watch items / potential conflicts
- Industry interlocks: Concurrent directorships at STAAR Surgical and Lensar create industry adjacency to GKOS; while permissible and within overboarding limits, investors may monitor for competitive conflicts; the Audit Committee oversees related‑party transactions under a formal policy.
- Structural entrenchment features: Classified board and 75% supermajority provisions remain in place; Board cites long‑term protection rationale, but some governance frameworks view these as shareholder‑unfriendly.
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No red flags observed on: pledging/hedging (prohibited), related‑party transactions specific to Ms. Weisner (none disclosed), or attendance shortfalls.
Appendix: Committee and Meeting Context
- Audit Committee members (2024): David F. Hoffmeister (Chair), Marc A. Stapley, Aimee S. Weisner, Leana S. Wen, M.D.; 8 meetings.
- Board class/terms: Class II includes Denice M. Torres and Aimee S. Weisner; terms expire 2026.