Greg Summe

About Greg Summe

Gregory (Greg) Summe, 68, has served on GRAIL’s board since 2024 and as independent Chair since June 2024. He is Founder and Managing Partner of Glen Capital Partners (since 2014), previously Vice Chairman and Managing Director of Global Buyout at The Carlyle Group (2009–2014), and earlier Chairman/CEO/President of PerkinElmer for over a decade. He holds a B.S. from the University of Kentucky, an M.S. from the University of Cincinnati, and an M.B.A. from Wharton, bringing deep operating, life sciences, and private equity expertise to GRAIL’s board .

Past Roles

External Roles

Board Governance

• Independence: Board determined Mr. Summe is independent under Nasdaq rules . He serves as non-employee Chair; no Lead Independent Director is used because the Chair is independent .
• Committee assignments and chair roles:

• Attendance and engagement:

• Compensation Committee governance: Committee members (including Summe) are independent; the committee engaged Compensia as independent consultant; no insider participation or interlocks reported .

Fixed Compensation

• 2024 non-employee director compensation (actual):

• Program terms (non-employee directors):
  • Cash retainers: Annual $50,000; additional $50,000 for non-executive Board Chair; committee chair retainers $20,000 (Audit), $15,000 (Comp), $10,000 (Nominating); member retainers $10,000/$7,500/$5,000 respectively; prorated by service .
  • Equity: Initial RSU ~$450,000 at appointment; annual RSU ~$250,000 at the annual meeting, prorated if service <6 months .
  • Deferred compensation plan allows deferral of cash/RSUs; effective July 15, 2024 .

Performance Compensation

Note: GRAIL indicates it does not time equity grants around MNPI and maintains a clawback policy for executive incentive compensation; director equity is time-based, with no disclosed performance metrics .

Other Directorships & Interlocks

Expertise & Qualifications

• Extensive operating leadership (PerkinElmer Chairman/CEO/President) and private equity experience (Carlyle Vice Chairman/MD; Glen Capital Founder/MP) .
• Cross-industry board experience spanning semiconductors, life sciences, aviation, and financial services .
• Advanced education in engineering and business (B.S., M.S., MBA/Wharton) .
• Independent Chair structure supports separation of oversight and management; board chairs and committees led by independent directors .

Equity Ownership

Governance Assessment

• Board effectiveness signals:
  • Independent Chair with majority-independent board and independent committee leadership, including Summe chairing Nominating & Corporate Governance .
  • 100% meeting attendance in 2024 across board and committees indicates high engagement .
  • Compensation Committee independence and use of an external consultant (Compensia) with no conflicts enhances pay governance .
• Alignment and incentives:
  • Director comp mix emphasizes equity (initial ~$450k RSU grant) and allows DSU elections; Summe deferred most cash fees into DSUs (3,780 shares), supporting ownership alignment .
  • Director RSUs are time-based; no performance metrics disclosed for directors; change-in-control provides acceleration if not continuing post-transaction .
• Structural considerations affecting investor confidence:
  • Illumina holds 12.76% and has a Stockholder and Registration Rights Agreement with proportional voting proxy, plus post-spin tax/separation restrictions; these are firm-level governance dynamics to monitor (not specific to Summe) .
• Watch items:
  • Multiple concurrent public company directorships (NXP, Avantor, Wheels Up) may warrant monitoring for time commitments relative to GRAIL’s regulatory and commercialization milestones .
  • Director equity awards accelerate upon change-in-control if not continuing; standard but relevant in strategic scenarios .

RED FLAGS: None disclosed specific to Summe in the proxy (independence affirmed, full attendance, no Section 16 delinquency noted for Summe, no related-person transactions involving him disclosed) .