Laura Angelini

About Laura Angelini

Laura Angelini, 61, is an independent director of Identiv, Inc. and has served on the board since October 2022. She previously led global businesses in healthcare at Baxter International as General Manager, Renal Care (2016–2021), and held senior leadership roles at Johnson & Johnson across Vision Care, Ethicon, and Medical Devices & Diagnostics. She holds a bachelor’s degree from University La Sapienza (Rome, Italy) and brings deep healthcare, global operations, and commercialization expertise aligned to Identiv’s vertical strategy . The board has affirmatively determined she is independent under Nasdaq and SEC rules .

Past Roles

External Roles

Board Governance

• Committee assignments (2024 activity levels and chair roles):
  • Audit Committee: Member; 4 meetings; chair is James E. Ousley; board has identified Ousley as the audit committee financial expert .
  • Compensation Committee: Chair; 4 meetings; all members independent; authority to retain independent consultants and oversees clawback policy .
  • Nominating Committee: Member; 0 meetings in 2024; chair is Dr. Richard Kuntz; responsible for director qualifications, board evaluation, and independence risks .
• Independence and attendance:
  • Independent director under Nasdaq/SEC rules; all directors other than the CEO are independent .
  • Board met 10 times in 2024; each director attended at least 75% of board and applicable committee meetings .
• Board leadership and practices:
  • Roles separated: CEO (Kirsten F. Newquist) and independent Chair (James E. Ousley) .
  • Director resignation policy tied to majority “against/withheld” votes in uncontested elections; irrevocable resignation tender required per Corporate Governance Guidelines .
  • Declassification amendment proposed to move to annual elections by 2026, improving shareholder accountability .
• Hedging policy: The company does not prohibit hedging .

Fixed Compensation

• Standard director pay (board years beginning June 1, 2023 and June 1, 2024):
  • Annual retainer: $125,000 (Chair/Lead Independent Director: $175,000)
  • Committee membership fee: $5,000 per committee
  • Committee chair fees: Audit Chair $20,000; Compensation Chair and Nominating Chair $10,000 each
  • Directors may elect to receive 50% of retainer in RSUs; remaining 50% paid in cash quarterly .

Performance Compensation

• Directors’ equity is service-based RSUs; no performance metrics attached to director equity grants. RSUs vest monthly (1/12) beginning June 1, 2024, with shares delivered upon the earlier of three years from initial vesting start date or director’s separation from service .
• No director options or PSUs granted to Angelini; option awards are disclosed for certain other directors only .

Other Directorships & Interlocks

Expertise & Qualifications

• Healthcare/Medical Devices leadership; global operations and commercialization; strategy design; digital transformation in medical devices .
• Director skills matrix highlights: Strategy, Financial Expertise/Acumen, Operational Efficiency, R&D/Innovation, Sales/Marketing, M&A, Regulatory/Compliance, Risk Management; plus public company board and leadership experience; healthcare/medical devices; international operations .

Equity Ownership

Governance Assessment

• Board effectiveness: Angelini chairs the Compensation Committee, sits on Audit and Nominating, and meets independence and attendance thresholds—strong engagement across oversight domains (audit risk, pay, nominations) .
• Shareholder alignment: Movement to annual elections by 2026 and resignation policy upon weak support improve accountability; director equity paid via RSUs and deferred settlement enhances long-term alignment .
• RED FLAGS:
  • Section 16 reporting delays: RSU grants on July 29, 2024 for Angelini reported October 23, 2024; company notes certain late filings for multiple insiders—procedural weakness to monitor .
  • Hedging policy: Company does not prohibit hedging, which can weaken alignment signals; investors may scrutinize individual hedging behavior (no hedging activity disclosed) .
• Conflicts/related-party: No related-party transactions involving Angelini disclosed; Audit Committee actively reviews and must pre-approve any such transactions .

Board Governance Details

Director Compensation Structure

Section 16 Compliance Snapshot

Related Party Transactions

• Policy: All related party transactions reviewed for conflicts and must be approved by independent, disinterested directors or an independent committee; Audit Committee specifically reviews related party transactions and conflict policies .
• Disclosures: No related party transactions involving Angelini are disclosed in the proxy .

Say-on-Pay & Shareholder Feedback

• Annual advisory say-on-pay vote included; board/Compensation Committee considers shareholder feedback on compensation design; advisory only (non-binding) .

Expertise & Qualifications

• Healthcare/Medical Devices, Strategy and Strategic Planning, Financial Expertise, Operational Efficiency, R&D/Innovation, Sales/Marketing, M&A, Regulatory/Compliance, Risk Management; public company board and leadership experience; international operations .

Equity Ownership Alignment

• Angelini’s equity consists primarily of RSUs tied to service, vesting monthly with deferred settlement—promotes long-term alignment; beneficial ownership is <1% of outstanding shares, consistent with mid/small-cap director norms .

Governance Conclusion

Angelini’s multi-committee engagement (Compensation Chair; Audit and Nominating member), independence, and documented attendance support board effectiveness. Governance reforms (declassification; resignation policy) and RSU-based director pay bolster alignment, while procedural lapses on Section 16 timing and lack of a hedging prohibition represent modest governance risks to monitor. No related-party conflicts are disclosed for Angelini, and oversight structures (Audit/Compensation/Nominating charters) are in place and active .