Bridget Ross
About Bridget Ross
Bridget A. Ross, age 60, has served as an independent Class II director of LeMaitre Vascular since April 2020. She is CEO and board director of ChroniSense Medical, and formerly led Henry Schein’s Global Medical Group and held senior leadership roles at Johnson & Johnson; she holds a Bachelor of Commerce from the University of Alberta. The Board concluded she brings strong executive management skills and deep medical device industry experience; her current Class II term expires at the 2026 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Henry Schein, Inc. | President, Global Medical Group; Executive Management Team member | 2017–2018 | Led global medical distribution/solutions; senior operating oversight |
| Johnson & Johnson | Various senior leadership roles; VP Commercial Operations, Medical Devices, North America | 1988–2017 | Commercial success and multiple innovations to market across geographies/therapies |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ChroniSense Medical | Chief Executive Officer and Board Director | Current | Leads remote patient monitoring (Polso CONNECT) strategy and commercialization |
| Breathe Biomedical (formerly Picomole) | Advisor | Current | Advisory to breath-test diagnostics for cancers |
| Committee of 200 (C200.org) | Leader, Innovation Investing Council | Current | Advances women in business leadership and innovation investing |
| Canadian Technology Accelerator; MassMEDIC IGNITE | Mentor | Current | Mentoring early-stage medtech companies |
| CentrX | Board of Advisors member | Current | Experiential learning advisory |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance Committee; not on Audit or Compensation .
- Nominating & Corporate Governance Committee: Ross (Chair) and Jasinski; met 2 times and acted by written consent 2 times in 2024; responsibilities include director criteria, nominations, governance guidelines, and compliance monitoring with the Code of Business Conduct and Ethics .
- Independence: Board affirmatively determined Ross (and all committee memberships) are independent under Nasdaq rules; Audit Committee members meet heightened independence standards .
- Attendance: In 2024, Board held 7 meetings and acted by written consent 4 times; all directors attended at least 75% of Board and committee meetings; six directors attended the 2024 annual meeting .
- Executive sessions: Independent directors hold executive sessions at least annually; chair rotates among independent directors .
- Board leadership structure: CEO serves as Chair; Board does not have a Lead Independent Director (governance trade-off) .
Fixed Compensation
| Component | Amount | Detail |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $32,500 | Matches base retainer $26,000 + Nominating & Corporate Governance Chair retainer $6,500 |
| Base Board Retainer (policy) | $26,000 | Annual cash retainer for non-employee directors |
| Committee Chair Fees (policy) | Audit Chair $20,000; Compensation Chair $7,500; NCG Chair $6,500 | Annual chair retainers |
| Committee Member Fees (policy) | Audit $6,000; Compensation $2,500; NCG $2,000 | Annual member retainers |
Performance Compensation
| Component | 2024 Grant-Date Fair Value | Structure/Terms |
|---|---|---|
| Stock Awards (RSUs/PSUs) | $56,000 | RSUs and PSUs granted; each current non-employee director held 966.24 RSUs and 1,137.58 PSUs (target) as of 12/31/2024 |
| Option Awards | $56,000 | Options valued using Black-Scholes; Ross held 18,269 options outstanding as of 12/31/2024 |
| Annual Equity Grant (policy) | $170,000 | 50% options, 25% PSUs, 25% RSUs (eligibility ≥6 months service at grant date) |
| Performance Metric Details (Director PSUs) | Disclosure |
|---|---|
| PSU performance metrics (Director awards) | Not specifically disclosed in proxy; PSUs valued at target with maximum value cited ($51,000 per director) |
Other Directorships & Interlocks
| Company | Board Type | Role | Notes |
|---|---|---|---|
| Public company boards | — | — | None disclosed for Ross |
| Interlocks (Comp Committee) | — | — | Compensation Committee members had no interlocks or insider participation; Ross is not on this committee |
Expertise & Qualifications
- The Board’s skills matrix indicates Ross possesses public company board experience, financial/accounting, risk management, regulatory, HR/compensation, executive experience, operations, strategic planning, medical device industry experience, M&A, global experience, sales & marketing, and R&D exposure .
- Board rationale highlights her breadth of functional, geographic, and therapeutic experience across a 30+ year career in medtech .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership (as of 3/5/2025) | 15,674 shares | Includes 12,758 options exercisable within 60 days |
| Ownership % of outstanding | <1% | 22,563,936 shares outstanding as of 3/5/2025 |
| Options outstanding (12/31/2024) | 18,269 | Options held by Ross |
| RSUs outstanding (12/31/2024) | 966.24 | Per current non-employee director |
| PSUs outstanding at target (12/31/2024) | 1,137.58 | Per current non-employee director |
| Hedging/Pledging | Hedging prohibited; pledging not disclosed | Insider trading procedures prohibit hedging/monetization transactions |
Governance Assessment
- Board effectiveness: Ross chairs Nominating & Corporate Governance, with clear responsibilities for director qualifications, nominations, governance guidelines, and ethics compliance; committee met regularly in 2024 (2 meetings, 2 consents) indicating active oversight . Independence affirmed; committee memberships comprised entirely of independent directors .
- Alignment & incentives: Ross’s cash fees align with chair responsibilities; equity mix includes options, RSUs, and PSUs supporting long-term alignment; outstanding options and equity units demonstrate “skin in the game” though her ownership stake is <1% of shares outstanding .
- Attendance & engagement: All directors met ≥75% attendance; the Board held 7 meetings and additional written consents in 2024; independent director executive sessions occur at least annually—positive for oversight .
- Policies & risk controls: Hedging is prohibited; Company adopted a clawback policy compliant with SEC/Nasdaq (applies to executive officers); Section 16 filings were timely; no related-party transactions disclosed—overall low conflict risk .
- Shareholder signals: 2025 say-on-pay received strong support (19,060,967 for vs. 913,117 against; abstain 36,649); shareholders selected annual SOP frequency; Audit firm ratified—supportive of governance stability .
- Red flags: Board lacks a Lead Independent Director and is chaired by the CEO, which can be viewed as a governance weakness despite independent committee structure and executive sessions . In 2024, a director faced a majority-withheld vote tied to concerns about Board diversity; the Board retained the director under the Director Resignation Policy—investors may monitor diversity progress and responsiveness .
Overall: Ross brings relevant medtech leadership and governance expertise, chairs a key governance committee, and maintains independence with solid meeting engagement. The primary governance watchpoint is the combined CEO/Chair structure and absence of a Lead Independent Director, rather than Ross-specific conflicts; no related-party transactions or hedging activity are disclosed .