Donald Abbey
Director at ICUI
Board
About Donald M. Abbey
Donald M. Abbey (age 58) has served as an independent director of ICU Medical since January 2018. He is currently Executive Vice President, Global Business Services, IT, Quality and Regulatory Affairs at Dexcom, Inc., and previously held senior quality, regulatory, and general management roles at Becton Dickinson (BD), Respironics, Welch Allyn, and Philips Healthcare. Abbey holds a B.S.E.E. from Washington State University and an MBA from the University of Washington, and brings deep medical device quality and regulatory expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dexcom, Inc. | EVP, Global Business Services, IT, Quality & Regulatory Affairs | Since May 2016 | Senior operator with broad GxP oversight |
| Becton Dickinson (incl. legacy CareFusion/Cardinal Health lineage) | Senior Vice President, Quality & Regulatory | 2007–2015 | Led enterprise quality and regulatory functions |
| Respironics | Senior quality/regulatory and general management roles | Not disclosed | Medical device quality leadership |
| Welch Allyn | Senior quality/regulatory and general management roles | Not disclosed | Medical device quality leadership |
| Philips Healthcare | Senior quality/regulatory and general management roles | Not disclosed | Global medical systems experience |
| Varian Medical; Boston Scientific | R&D and quality roles | Early career | Radiation oncology and medtech engineering foundation |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Dexcom, Inc. | EVP, Global Business Services, IT, Quality & Regulatory Affairs | Public | Operating executive; no other public-company directorships disclosed |
Board Governance
- Independence: The board determined Abbey is independent under Nasdaq Listing Rules .
- Committees: Member, Compensation Committee; Member, Nominating/Corporate Governance Committee .
- Attendance: Board met 6x in 2024; Compensation 5x; Nominating 2x; Abbey attended >75% of board and committee meetings on which he served .
- Lead Independent Director: David C. Greenberg; independent directors hold regular executive sessions .
- Risk oversight context: Audit Committee oversees financial, controls, and cybersecurity; Compensation Committee reviews incentive risk; Nominating oversees governance and investigations if necessary .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Non-employee director base retainer |
| Equity grant (RSUs) | $180,019 | 1,723 RSUs granted May 15, 2024; vest on earlier of first anniversary or next annual meeting |
Performance Compensation
- No performance-based director equity disclosed; board equity grants are time-based RSUs with one-year vesting aligned to the annual meeting cycle .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Conflicts |
|---|---|---|---|
| None disclosed | — | — | No related-person transactions >$120,000 in 2024; no compensation committee interlocks reported for Abbey |
Expertise & Qualifications
- Quality and Regulatory Affairs leadership across major medtech firms (BD, Philips, Respironics, Welch Allyn), aligning with ICU’s regulated infusion and critical care product portfolio .
- Executive operating experience at Dexcom in global shared services, IT, quality, and regulatory—valuable for enterprise systems, compliance, and digital risk oversight .
- Technical foundation (B.S.E.E.) and MBA, supporting cross-functional decision-making in complex, regulated environments .
Equity Ownership
| Metric | Shares/Units | Detail |
|---|---|---|
| Shares owned | 3,027 | Direct/indirect common shares |
| Shares acquirable within 60 days | 8,142 | Options and RSUs vesting within 60 days (includes 1,723 RSUs granted May 2024 and options) |
| Total beneficial ownership | 11,169 | Sum of owned + acquirable |
| % of shares outstanding | ~0.045% | 11,169 ÷ 24,610,150 shares outstanding as of March 20, 2025 |
| Options outstanding (disclosed for directors) | 6,419 | As of year-end 2024 |
| RSUs outstanding (May 2024 grant) | 1,723 | Vesting by next annual meeting or first anniversary |
- Director stock ownership guidelines: 3x annual retainer within five years; compliance status by individual not disclosed .
- Hedging/pledging: Prohibited for directors under insider trading policy .
Governance Assessment
- Strengths: Independent director with deep quality/regulatory expertise serving on Nominating and Compensation committees; strong attendance; equity-heavy director pay aligns interests; anti-hedging/pledging policy enhances alignment; no related-party transactions disclosed .
- Alignment: Mix of $75k cash retainer and $180k RSUs with one-year vesting ties director pay to stock performance and service continuity .
- Watchpoints: External executive role at Dexcom (medtech) could create potential industry adjacency; however, no related-person transactions or conflicts were reported and independence affirmed by the board .
- Board process signals: Lead Independent Director framework, regular executive sessions, and committee charters suggest robust oversight; 2024 say-on-pay support of ~96% indicates investor confidence in compensation governance (management program) .