Stuart Essig
INTEGRA LIFESCIENCES HOLDINGSAbout Stuart M. Essig
Essig, 63, is Executive Chairman at Integra LifeSciences (IART), having been Chairman since 2012 and a director since 1997; he served as CEO from 1997–2012 and President from 1997–2010. He holds an A.B. from Princeton and an M.B.A. and Ph.D. in Financial Economics from the University of Chicago; prior roles include Managing Director in Goldman Sachs’ medtech M&A practice and co-founding Prettybrook Partners LLC, a family office investing in healthcare .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Integra LifeSciences | Chief Executive Officer | 1997–2012 | Led growth and portfolio expansion |
| Integra LifeSciences | President | 1997–2010 | Operational leadership |
| Integra LifeSciences | Chairman (Non-Exec → Exec) | 2012–Feb 2024 (Non-Exec); Feb 2024–present (Exec) | Board leadership; Executive Chairman during CEO transition |
| Goldman Sachs & Co. | Managing Director, Medtech M&A | Pre-1997 | Transaction leadership in medical technology |
| St. Jude Medical (sold to Abbott) | Director | 1999–2017 | Board oversight; industry exposure |
| SeaSpine Holdings | Director | 2014–2022 | Spine medtech governance |
| Owens & Minor | Director | 2013–2019 | Supply chain/distribution governance |
| Zimmer Holdings | Director | 2005–2008 | Orthopedics governance |
| Vital Signs | Director | 1998–2002 | Respiratory monitoring governance |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| IDEXX Laboratories | Director | Current | Public company board experience |
| Availity, LLC | Board of Managers | Current | Health information network oversight |
| Wellington Partners Advisory AG | Venture Partner | Current | VC advisory in life sciences |
| TowerBrook Capital Partners | Senior Advisor | Current | PE advisory |
| Mission Bio | Former Chairman | Former | Venture-backed medtech leadership |
| Breg, Inc. | Former Lead Director/Executive Chairman | Former | Sports medicine portfolio governance |
| AdvaMed | Exec Committee/Nominating & Governance/Treasurer | Former | Industry policy and advocacy |
Board Governance
- Independence status: Not independent; only Essig and CEO Poul are non-independent directors under Nasdaq/SEC standards .
- Committee assignments: Chairs newly-formed Quality Committee (est. July 2024; 2 meetings in 2024); members include Essig (Chair), Graves, Hill . Chaired CEO Search special committee (15 meetings in 2024) .
- Attendance/engagement: Board met 7 regular and 2 special sessions in 2024; all incumbent directors attended ≥75% of Board and committee meetings; directors attended the 2024 annual meeting .
- Board leadership: Chair/CEO roles are separated; Essig as Executive Chairman provides continuity during leadership transition and is a significant stockholder .
Fixed Compensation
| Component | Structure | 2024 Values (Essig) |
|---|---|---|
| Annual Director Retainer | $80,000; payable in cash, restricted stock, or 50/50 split | Included in “Fees Earned or Paid in Cash” $115,000 |
| Chairman Fee | $75,000 annual cash fee | Included in cash fees above |
| Annual Equity Grant (Directors) | Restricted stock; $220,000 FMV; $270,000 for Chairman | Stock awards $350,026 total FMV (includes annual grant and any retainer paid in equity) |
| Committee Chair Fees | Audit $20k; Compensation $15k; Nominating $15k; Finance $15k; Presiding Director $37.5k | Not disclosed for Quality Chair; not listed among fee items |
| Name | Fees Earned/Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Stuart M. Essig | 115,000 | 350,026 | 465,026 |
Performance Compensation
| Equity Award Type | Grant Date | Shares | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| Restricted Stock (Director Annual Grant and any equity retainer election) | May 9, 2024 | 13,835 (RS outstanding as of 12/31/24) | Part of $350,026 total stock awards | One-year cliff; vests on May 9, 2025 |
No performance-based metrics (PSUs/options) are disclosed for non-employee director compensation; director equity is time-based restricted stock .
Other Directorships & Interlocks
| Company | Relationship to IART | Role | Tenure |
|---|---|---|---|
| IDEXX Laboratories | Unrelated (animal health diagnostics) | Director | Current |
| Owens & Minor | Distributor/supply chain; industry adjacency | Director | 2013–2019 |
| St. Jude Medical (Abbott) | Large medtech; industry adjacency | Director | 1999–2017 |
| SeaSpine / Orthofix | Orthopedics; adjacency | Director | 2014–2022 (SeaSpine); 2023–2024 (Orthofix) |
| Zimmer Holdings | Orthopedics; adjacency | Director | 2005–2008 |
| Vital Signs | Monitoring; adjacency | Director | 1998–2002 |
No Essig-specific related-party transactions are disclosed; the proxy notes a facility lease with an entity linked to a principal stockholder (Provco/Tru St), not Essig .
Expertise & Qualifications
- Deep healthcare/medtech operating and governance experience; financial acumen; manufacturing/supply chain; regulatory/quality oversight; international exposure; public company board experience; governance/ESG .
- Advanced academic credentials in financial economics and policy (Ph.D., M.B.A., A.B.) .
Equity Ownership
| Item | Value |
|---|---|
| Total Beneficial Ownership | 1,753,434 shares; 2.27% of outstanding |
| Ownership Notes | Includes 400,000 (GRAT E), 500,000 (GRAT F), and 213,115 in a trust for which spouse is trustee |
| Right to Acquire within 60 Days | None disclosed (—) |
| Unvested Director RS Outstanding (12/31/24) | 13,835 restricted shares |
| Hedging/Pledging | Company policy prohibits hedging and pledging by directors and employees |
Governance Assessment
- Strengths: Chairs the new Quality Committee amid quality/compliance remediation; helps oversee resolution of outstanding FDA Warning Letters; role separation from CEO; significant equity ownership aligns interests with shareholders .
- Independence: Not independent (Executive Chairman); governance mitigants include Presiding Director role (Hill) and executive sessions of independent directors at least twice annually .
- Engagement: Full board and committee activity with ≥75% attendance; chaired 15 CEO search meetings in 2024, evidencing active engagement during leadership transition .
- Pay/Alignment: Director pay mix is cash retainer/chair fees plus time-based equity; no director performance conditions; Essig’s substantial shareholding (2.27%) provides strong “skin-in-the-game” signal .
- Conflicts: Manages Prettybrook Partners and holds other advisory roles; no Essig-related related-party transactions disclosed; company maintains Audit Committee review of related-party transactions and a clawback/anti-pledging framework, which reduces governance risk .
RED FLAGS: Non-independence as Executive Chairman ; ongoing quality/compliance issues at the company necessitating strong oversight (quality committee formed in 2024) .