Shweta Singh Maniar
About Shweta Singh Maniar
Independent director at Orthofix Medical Inc. (OFIX); appointed January 5, 2023 in connection with the SeaSpine merger, after serving on SeaSpine’s board since April 2021 . Age 41 as of the 2025 proxy; BA in Economics from UC San Diego . Currently Global Leader, Healthcare & Life Sciences Solutions & Strategy (BioPharma/Biotech) at Google Cloud (since July 2018), with prior roles at Genentech (2013–2018) and Summa Health (2012–2013); earlier research roles at Cleveland Clinic and the Austen BioInnovation Institute in Akron .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Google Cloud | Global Leader, Healthcare & Life Sciences Solutions & Strategy (BioPharma/Biotech) | Jul 2018–present | Leads vision, strategy, and go-to-market; technology/data orientation |
| Genentech | Various capacities leading market growth strategies | Nov 2013–Jun 2018 | Technology accelerators for therapies/diagnostics |
| Summa Health | Director, Center of Minimally Invasive Therapeutics | Feb 2012–Jul 2013 | Minimally invasive therapeutics |
| Cleveland Clinic; Austen BioInnovation Institute | Research roles | Earlier career | Focus on medical devices/minimally invasive therapeutics |
| SeaSpine | Director | Apr 2021–Jan 2023 | Joined OFIX board via merger |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| RxSight | Director | Current |
| Allen Institute | Scientific Advisory Board member | Current |
Board Governance
| Year | Audit & Finance | Compensation & Talent Dev. | Compliance & Ethics | Nominating, Governance & Sustainability | Chair Roles |
|---|---|---|---|---|---|
| 2023 | — | — | Member | Member | None |
| 2024 | — | — | Member (committee met 4x) | Member | None |
| 2025 | Member; Audit Committee report sign-off | — | Member | Member | None; chairs: Burris (Audit), Kummeth (Comp), Henneman (Nominating), Hannon (Compliance) |
- Independence: Board determined Ms. Maniar independent under Nasdaq standards (2024 and 2025 proxies) .
- Attendance: 2023 Board met 11 times; directors averaged 99% attendance and each director attended ≥75% of Board/committee meetings . 2024 Board met 10 times; directors averaged 98% attendance and each director attended ≥75% .
- Board/committee meeting counts: 2023—Audit 9; Compensation 6; Nominating 5; Compliance 5 . 2024—Audit 5; Compensation 9; Nominating 5; Compliance 4 .
Fixed Compensation
Non-employee director compensation is structured as annual cash retainer plus annual equity (deferred stock units), with additional cash retainers for committee chairs; DSUs settle only upon cessation of board service .
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $55,417 | $75,000 |
| RSUs/Deferred Stock Units Granted (shares) | 14,354 | 15,152 |
| Grant Date Fair Value of RSU/DSU Awards ($) | $299,999 | $195,006 |
| Option Awards (shares) | — | — |
| Grant Date Fair Value of Option Awards ($) | — | — |
| Total ($) | $355,416 | $270,006 |
Program specifics:
- Base cash retainer: $75,000 (2023–2024) for non-chair directors; committee chair additional $15,000; Chair of the Board typically $150,000 .
- Initial stock option grant for new directors: approx. $300,000 grant-date fair value, vesting over 4 years; annual DSU grant approx. $195,000; DSUs deferred until departure .
Performance Compensation
- No performance-based elements are disclosed for non-employee directors; equity awards are time-based DSUs (not tied to performance metrics) and initial stock options for new directors .
| Award | Grant Timing | Shares | Vesting Terms | Performance Metrics |
|---|---|---|---|---|
| DSUs (Merger-related grant) | Jan 5, 2023 | 14,354 | Vest on earlier of Jun 30, 2024 or Annual Meeting date | None disclosed (time-based) |
| DSUs (Annual grant) | 2024 annual grant | 15,152 | Vest on earlier of Jun 30, 2025 or Annual Meeting date | None disclosed (time-based) |
Other Directorships & Interlocks
| Company | Role | Committees/Positions | Potential Interlocks/Notes |
|---|---|---|---|
| RxSight | Director | Not disclosed in OFIX proxy | No comp committee interlocks reported for 2024 |
| Allen Institute | Scientific Advisory Board | — | Advisory role; no governance conflicts disclosed |
- Compensation Committee Interlocks: OFIX disclosed no interlocking relationships in 2024 between the Board/Compensation Committee and other entities’ boards or compensation committees .
Expertise & Qualifications
- Technology/data and enabling technologies orientation; Board states her thought leadership in enabling technologies and data analytics adds value .
- Skills matrix indicates strengths in Healthcare/MedTech, Global Business, R&D, Technology/Cybersecurity, M&A, Sales & Marketing .
Equity Ownership
Ownership alignment supported by rigorous stock ownership guidelines and prohibition on hedging/pledging.
| Metric | 12/31/2023 | 12/31/2024 | 4/21/2025 |
|---|---|---|---|
| Direct Shares Owned | 5,726 | — | 5,726 |
| Deferred Stock Units Outstanding (shares) | 14,354 | 29,506 | 29,506 |
| Options Outstanding (shares) | — | — | — (not listed) |
| Beneficial Ownership Total (shares) | 5,726 | — | 35,232 |
| Percent of Class | * | — | * |
- Ownership guidelines: Updated Dec 2024—5x annual cash retainer for non-employee directors; qualifying equity includes common stock, unvested time-based RSUs, and vested/unsettled RSUs/DSUs; excludes options and unvested PSUs. 5-year phase-in; all directors currently in compliance (subject to phase-in) .
- Hedging/pledging: Prohibited for directors and insiders .
Insider Trades
| Date | Action | Note |
|---|---|---|
| Mar 10, 2023 | Sale of common stock | Form 4 filed sixteen business days late (delinquent Section 16(a) report) |
Governance Assessment
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Strengths:
- Independent status with meaningful committee engagement (Audit & Finance; Compliance & Ethics; Nominating), including Audit sign-off—supports robust oversight .
- High aggregate attendance and regular executive sessions; active committee cadence (Audit/Comp/Compliance/NGS) .
- Strong alignment mechanisms: elevated director ownership requirement (5x retainer), DSU deferral until departure, and hedging/pledging prohibitions .
- No compensation committee interlocks in 2024; independent compensation governance .
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Potential red flags / watch items:
- Delinquent Form 4 in 2023 (late filing), a minor compliance lapse to monitor for recurrence .
- External executive role at Google Cloud and external directorship at RxSight—no related-party transactions disclosed in reviewed proxy excerpts, but monitor for any vendor/customer relationships that could create perceived conflicts .
-
Net: Her technology/data expertise and medtech background align with OFIX’s strategic focus areas, while ownership and governance structures mitigate most alignment risks. Continued monitoring of filing timeliness and any future related-party exposures is prudent .