Mary Anne Heino
About Mary Anne Heino
Mary Anne Heino (age 65) is Chair of the Board of Lantheus and a member of the Science & Technology Committee; she has served as a director since August 2015 and became Chair on March 1, 2024 after nine years as CEO (Aug 2015–Mar 1, 2024) and President (Aug 2015–Mar 2023) . She holds an MBA from NYU Stern, a BS in Nursing from CUNY, and a BS in Biology from SUNY Stony Brook, and brings 30+ years of pharmaceutical industry experience . Under Nasdaq rules, she is not considered independent due to her employment within the past three years .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lantheus | Chair of the Board | Mar 1, 2024–present | Board leadership transition; non-independent Chair with Lead Independent Director structure |
| Lantheus | Chief Executive Officer | Aug 2015–Mar 1, 2024 | Led transformation to radiopharmaceutical focus; tenure referenced in proxy biography |
| Lantheus | President | Aug 2015–Mar 2023 | Senior leadership continuity |
| Lantheus | Chief Operating Officer | Mar 2015–Aug 2015 | Operational leadership |
| Lantheus | Chief Commercial Officer | Apr 2013–Mar 2015 | Joined the Company; commercial leadership |
| Angelini Labopharm LLC / Labopharm USA | Executive roles | Feb 2007–Mar 2012 | Prior pharma leadership roles |
| Centocor (J&J) | Numerous capacities | May 2000–Feb 2007 | Senior roles at J&J subsidiary |
| Janssen Pharmaceutica (J&J) | Sales & Marketing roles | Jun 1989–1999 | Early career progression |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Massachusetts Business Roundtable | Executive Committee member | As disclosed in 2024 proxy | Industry policy engagement |
| MassMEDIC | Board member | As disclosed in 2024 proxy | Medtech industry association role |
Board Governance
- Current assignments: Chair of the Board; member, Science & Technology Committee .
- Independence: Not independent under Nasdaq due to employment within last three years .
- Board structure and checks: Lead Independent Director (Julie McHugh) presides over executive sessions; all Audit, Talent & Compensation, and Nominating & Corporate Governance committees are 100% independent .
- Attendance and engagement: In 2024, the Board met 9 times (plus 3 actions by written consent); each director attended at least 75% of Board and applicable committee meetings; non‑employee directors meet in private session at most Board meetings (no less than twice per year) .
- Declassification pressure: A shareholder proposal to declassify the Board is on the 2025 ballot; the Board made no recommendation, citing pros and cons of a classified structure .
- Say‑on‑pay signal: 97% approval at the 2024 AGM, indicating broad shareholder support for compensation practices .
Fixed Compensation (Director)
| Component | Amount / Terms | Notes |
|---|---|---|
| Board Chair annual cash retainer | $125,000 | Increased from $117,500 for April 2024–April 2025 term |
| Board member cash retainer | $60,000 | Increased from $55,000 for April 2024–April 2025 term |
| Committee cash retainers | Audit: Chair $25,000; Member $12,500. Talent & Compensation: Chair $20,000; Member $10,000. Nominating & Corporate Governance: Chair $15,000; Member $7,500. Science & Technology: Chair $15,000; Member $7,500 | Standard program; Heino serves on Science & Technology (member) |
| Annual equity (non‑employee director) | $400,000 grant date fair value | Program design |
| 2024 actual director cash paid to Heino | $102,625 | Reflected in 2024 “All Other Compensation” as part of director compensation beginning Mar 1, 2024 |
Performance Compensation (Director and Outstanding Awards)
| Award | Grant date | Units/Options | Terms | Fair Value/Price |
|---|---|---|---|---|
| RSUs (director grant) | 5/9/2024 | 2,635 units | Non‑employee director annual grant; vesting per program | $199,997 grant date fair value |
| Stock options (director grant) | 5/9/2024 | 4,853 options | 10‑year term; vests in full on 5/9/2025; exercise price equal to grant‑date close | $75.90 strike; $199,992 grant date fair value |
Performance metric framework applicable to outstanding executive awards:
- PSUs use relative Total Shareholder Return (rTSR) versus the S&P 400 Health Care Index over a three‑year period; 2022 PSU cycle paid at 200% of target on certified results; 2025 PSUs are capped at target if absolute TSR is negative .
Selected outstanding equity positions for Heino (as of 12/31/2024):
| Type | Grant date | Status/Quantity | Key Terms/Values |
|---|---|---|---|
| Options | 3/3/2022 | 28,548 exercisable; 14,274 unexercisable | $49.93 exercise; exp 3/3/2032 |
| Options | 3/2/2023 | 14,898 exercisable; 29,798 unexercisable | $73.35 exercise; exp 3/2/2033 |
| Options | 5/9/2024 | 4,853 unexercisable | $75.90 exercise; exp 5/9/2034 |
| RSUs | 3/3/2022 | 8,345 unvested | $746,544 market value at 12/31/2024 |
| RSUs | 3/2/2023 | 17,042 unvested | $1,524,577 market value at 12/31/2024 |
| RSUs | 5/9/2024 | 2,635 unvested | $235,727 market value at 12/31/2024 |
| PSUs | 3/3/2022 | 100,140 target unvested | $8,958,524 market value at 12/31/2024 |
| PSUs | 3/2/2023 | 102,248 target unvested | $9,147,106 market value at 12/31/2024 |
Other Directorships & Interlocks
- Other public company directorships: None disclosed in the proxy biography for Ms. Heino .
- Compensation committee interlocks: None; no LNTH executive serves on another company’s comp committee with any LNTH comp committee member .
Expertise & Qualifications
- C‑suite leadership, strategy, and human capital management experience identified in the Board’s skills matrix and biography; Heino provides subject‑matter expertise and meaningful experience aligned with Board needs .
- Life sciences and commercialization experience from senior roles at J&J subsidiaries and Lantheus .
- Governance practice: Board uses annual evaluations; diversified skills coverage; independent committees .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 671,699 shares; represents less than 1% of outstanding shares (out of 68,480,308 as of Mar 3, 2025) |
| Options included in ownership | Includes 72,619 options exercisable within 60 days of Mar 3, 2025 |
| Unvested awards excluded from ownership calc | Does not include unvested RSUs, PSUs and options (see Outstanding Equity table above for details as of 12/31/2024) |
| Director stock ownership guideline | 3x annual cash retainer; directors must retain 50% of after‑tax shares until compliant; each director has achieved or is within the five‑year compliance window as of 12/31/2024 |
| Hedging/pledging | Prohibited for directors and employees; no exceptions granted; insider trading policy in place |
Governance Assessment
- Board effectiveness and checks: While the Chair is not independent (transition from CEO), the Board mitigates risk with a strong Lead Independent Director and fully independent key committees; executive sessions occur at most meetings, enhancing independent oversight .
- Alignment and incentives: Heino’s director pay is a balanced mix of cash retainers and equity; 2024 grants included RSUs and options, and she continues to hold substantial PSUs tied to rTSR from her executive tenure, which aligns incentives to shareholder returns .
- Ownership and trading safeguards: Material beneficial ownership, strict prohibitions on hedging/pledging, and stock ownership guidelines support long‑term alignment and reduce risk of misaligned incentives .
- Shareholder sentiment: 97% say‑on‑pay support in 2024 indicates investor confidence in the Company’s pay‑for‑performance design and governance practices .
- Potential conflicts/related‑party exposure: The Company maintains a formal related‑person transaction policy under Audit Committee oversight; no waivers of the Code of Conduct in 2024; no specific related‑party transactions involving Ms. Heino are disclosed in the proxy .
- Structural consideration: A shareholder proposal to declassify the Board is on the 2025 ballot; the Board offered no recommendation, signaling openness to shareholder input on governance structure .