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Joseph Beery

Director at INTUITIVE SURGICALINTUITIVE SURGICAL
Board

About Joseph C. Beery

Joseph C. Beery, age 62, has served as an independent director of Intuitive Surgical since 2020. He is a seasoned CIO across life sciences and airlines, with deep expertise in strategic technology, cybersecurity, M&A integrations, and digital innovation; he holds a B.S. in Business Administration and Business Computer Systems from the University of New Mexico. His board biography highlights leading large-scale digital programs and post‑merger systems unification, including building an eCommerce platform that drove $2 billion in annual sales at Life Technologies and optimizing IT to unlock >$100 million merger efficiencies at US Airways/America West .

Past Roles

OrganizationRoleTenureCommittees/Impact
LunaPBCChief Executive Officer2021–2024 Led a health research platform; CEO leadership in digital health
Thermo Fisher ScientificSVP, Chief Information Officer2014–2019 Expanded cloud/IoT across scientific platforms; optimized processes for research/therapy development
Life TechnologiesSVP, Chief Information Officer2008–2014 Built eCommerce driving $2B new annual sales; led post‑M&A integrations including Thermo Fisher merger; unified legacy systems, managed $950M budget, integrated 3,300 employees
US AirwaysSVP, Chief Information Officer2005–2008 Supported merger with America West; optimized IT to unlock >$100M cost efficiencies
America West AirlinesSVP, Chief Information Officer2000–2005 CIO leadership pre‑merger; enterprise IT scaling
Motorola (Semiconductor Products)Regional Director, IT1990–1995 Regional IT leadership in semiconductors

External Roles

OrganizationRoleTenureNotes
Rady Children’s Institute for Genomic Medicine; Rady Children’s HospitalDirectorSince 2019 Non‑profit/health system boards
Rady Children’s HealthDirector (expanded system board)Since 2024 Post‑merger establishment; assists on M&A and digital/technology initiatives

Board Governance

  • Independence: The Board determined Beery is independent under Nasdaq rules .
  • Committee assignments: Member, Governance and Nominating Committee; not a chair (committee chaired by Jami Dover Nachtsheim) .
  • Attendance and engagement: In 2024 the Board held 4 meetings; each incumbent director attended at least 75% of the aggregate Board and committee meetings during their service. Governance & Nominating Committee met 6 times in 2024 .
  • Board leadership/structure: Separate Independent Chair (Craig Barratt) and CEO roles; independent director sessions held regularly .
  • Skills matrix: Beery contributes core competencies in information services/technology, cybersecurity, digital & AI, plus healthcare and robotics experience .

Fixed Compensation

ComponentProgram TermsJoseph Beery 2024 Actual
Annual Board Retainer (cash)$70,000 cash $79,167 fees earned/paid in cash (includes committee retainer pro‑rating)
Committee Membership Retainer (cash)Governance & Nominating member: $7,500; chair: $15,000 Included within cash fees above
Meeting feesNone (compensation via retainers) Not applicable

Performance Compensation

Award TypeGrant DateUnits/SharesGrant Date Fair Value per ShareTotal Grant Date Fair ValueVestingNotes
RSUs (annual director grant)Apr 25, 2024 739 RSUs $373.12 $275,736 100% on earlier of first anniversary of grant or next annual meeting, subject to service 2024 shift to RSUs only (no options) for non‑employee directors; target value for directors $280,000, chair $395,000
Stock Options (legacy)7,126 options outstandingAll stock options are vested and exercisable No stock options granted to directors in 2024; legacy options remain outstanding

Performance metrics: Non‑employee director equity is time‑based RSUs; no PSUs or performance metrics are tied to director compensation. 2024 program eliminated director stock options to align with overall Company equity strategy .

Other Directorships & Interlocks

OrganizationTypePotential Interlock ConsiderationPolicy Oversight
Rady Children’s Institute for Genomic Medicine; Rady Children’s Hospital; Rady Children’s HealthHealth system/non‑profit Directors serving on boards of organizations that may be customers are subject to related‑party review. Transactions in the ordinary course with interests arising only from board positions or <10% interests are deemed approved under policy Related‑party transactions are reviewed/approved by Audit Committee; independence/conflict factors considered; no transactions involving Beery are disclosed in the proxy

Expertise & Qualifications

  • CIO leadership across four multibillion‑dollar enterprises; enterprise digital infrastructure, cybersecurity, and cloud/IoT expertise .
  • Proven M&A integration leadership and commercial scaling, including merger IT synergies and large‑team integration .
  • Healthcare and robotics exposure; skills matrix flags digital and AI capability, cybersecurity, healthcare, and robotics experience .

Equity Ownership

MetricValue
Total beneficial ownership (shares)9,497
Ownership as % of shares outstanding<0.5% (proxy “*”)
Shares outstanding at 12/31/2024 (context)356,625,204
Options outstanding7,126 (all vested/exercisable)
RSUs outstanding739
Hedging/pledgingProhibited by policy; directors may not hedge or pledge Company stock; trades require 10b5‑1 plans for insiders
Director stock ownership guidelinesMinimum 5x annual Board cash retainer; all non‑employee directors met guidelines as of 12/31/2024

Governance Assessment

  • Alignment: Director pay is majority equity; 2024 program moved to RSUs only with 1‑year vesting, improving alignment and reducing option‑related risk. Target equity values unchanged; annual cash via retainers; ownership guideline compliance strengthens skin‑in‑the‑game .
  • Independence and engagement: Beery is independent; Board structure separates Chair and CEO; independent sessions held; committee membership on Governance & Nominating supports board composition and succession oversight. 2024 attendance thresholds met at the Board level; Governance & Nominating met 6 times .
  • Potential conflicts: External health‑system directorships could intersect with customer relationships; however, the Company’s related‑party policy routes such items to Audit Committee review and deems ordinary‑course transactions arising solely from board positions as acceptable; no Beery‑specific related‑party transactions are disclosed in the proxy .
  • Risk indicators: Hedging/pledging is prohibited; no option repricing permitted; director equity grant caps ($750,000/year); no tax gross‑ups noted in executive policies; say‑on‑pay support was strong (93% approval in 2024), indicating constructive shareholder sentiment toward compensation governance .

Overall signal: Beery brings relevant digital/cyber and healthcare robotics oversight to ISRG’s board, with independent status, committee engagement, and compliant ownership, and no disclosed related‑party or attendance red flags in 2024. Compensation design emphasizes equity alignment and conservative risk posture (RSUs only), supporting investor confidence .