Garrett Lustig
Organogenesis HoldingsAbout Garrett Lustig
Independent Preferred Director at Organogenesis Holdings Inc. (ORGO); age 35; joined the Board on November 12, 2024; re‑elected by holders of Series A Convertible Preferred Stock on June 23, 2025 . Principal at Avista Healthcare Partners since 2015; prior investment banking at Centerview Partners; B.S. in Economics from Duke University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Avista Healthcare Partners | Principal | 2015–present | Investor representative; initial Preferred Director at ORGO |
| Centerview Partners | Investment Banking | Prior to 2015 | Transaction advisory experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ACP Northern Holdings | Director | Current | Private portfolio company |
| eMolecules | Director | Current | Private portfolio company |
| Taconic Biosciences | Director | Current | Private portfolio company |
| Terrats Medical | Director | Current | Private portfolio company |
| Solmetex | Director | Prior | Former board seat |
| Spear Education | Director | Prior | Former board seat |
| United BioSource Corporation | Director | Prior | Former board seat |
| XIFIN | Director | Prior | Former board seat |
No public company directorships disclosed .
Board Governance
- Board committees:
- Compensation Committee member (independent under Nasdaq)
- Nominating Committee member (independent under Nasdaq)
- Not listed on Audit Committee
- Preferred Director rights: elected by holders of Series A Convertible Preferred Stock; intended to serve on each Board committee for which qualified .
- Independence and attendance:
- Compensation and Nominating Committees comprised solely of independent directors
- Board met 7 times in FY2024; no director attended fewer than 75% of Board and committee meetings, other than Alan A. Ades .
- Board leadership context: Chair/CEO combined (Gary S. Gillheeney, Sr.); Lead Independent Director is Arthur S. Leibowitz .
- Governance transition: Company ceased “controlled company” status in 2021; Controlling Stockholders Agreement terminated March 10, 2025 .
Fixed Compensation
| Component | Annual Amount | Notes |
|---|---|---|
| Board retainer | $55,000 | Independent directors |
| Lead Independent Director retainer | $30,000 | Role-specific |
| Audit Chair | $40,000 | Committee chair fee |
| Audit Member | $10,000 | Committee member fee |
| Compensation Chair | $20,000 | Committee chair fee |
| Compensation Member | $10,000 | Committee member fee |
| Nominating Chair | $15,000 | Committee chair fee |
| Nominating Member | $7,500 | Committee member fee |
| Equity grant (typical annual RSUs) | $175,000 grant‑date value; 51,020 RSUs to continuing independent directors in Feb 2024, vesting on Feb 15, 2025 | Lustig did not receive 2024 annual grant due to November 2024 start |
| FY2024 actual (Lustig) | Fees earned: $9,850; Stock awards: $0; Total: $9,850 | Pro‑rated service from November 2024 |
Performance Compensation
| Metric | FY2024 Company Targeting | Actual Result | Weight |
|---|---|---|---|
| Net Revenue ($) | Target: $470,000,000; Thresholds: $450M / $490M / $510M | $482,000,000 | 45% |
| Gross Margin (%) | Target: 77.0%; Thresholds: 76.0% / 77.5% / 78.0% | 76.1% | 10% |
| Adjusted EBITDA ($) | Target: $53,000,000; Thresholds: $43M / $63M / $73M | $64,100,000 | 45% |
- As a Compensation Committee member (from Nov 2024), Lustig participated in a committee that benchmarks and oversees executive/board pay, engages Pearl Meyer as independent consultant, and added PSUs to the executive equity mix in 2025 .
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Investor‑appointed director | Preferred Director elected by holders of Convertible Preferred Stock (Avista), with rights to committee participation and a board observer |
| Compensation Committee Interlocks | None disclosed; no executives of ORGO serve on other companies’ boards creating interlocks |
Expertise & Qualifications
- Investment and financial expertise; principal at a healthcare PE firm; prior IB experience .
- Committee experience in compensation and governance; board assessment and governance standards supported by external advisors .
Equity Ownership
| Holder | Shares Owned | Right to Acquire (60 days) | Total | % of Outstanding |
|---|---|---|---|---|
| Garrett Lustig | 27,339 | — | 27,339 | <1% |
| Avista Healthcare Partners III, L.P. and affiliates | — | 35,359,937 (as‑converted, incl. accrued dividends; subject to limits until stockholder approval) | 35,359,937 | 21.3% (assuming approval) |
- RSUs/options outstanding (Lustig) at 12/31/2024: none .
- Insider trading policies prohibit short sales, hedging, and purchasing on margin; repricing of options requires stockholder approval .
Governance Assessment
- Committee roles and engagement: Active on Compensation and Nominating; committees are independent and met 8 and 3 times respectively in 2024, indicating formal oversight cadence .
- Attendance: Board attendance norms met (≥75%) for all but one legacy director; supports baseline engagement .
- Alignment and incentives: Lustig’s personal share ownership is modest (<1%); did not receive 2024 director RSU grant due to start date; future RSUs would vest time‑based (no performance conditions) .
- Investor representation and potential conflicts:
- Avista’s Preferred Director and observer rights, preemptive rights, and influence on board size create governance asymmetry relative to common holders; the Preferred Director also sits on key committees (Compensation, Nominating) .
- Private placement proceeds included ~$25.5M used to repurchase shares from certain existing stockholders, including directors/affiliates of the Significant Stockholder Group—an optics risk that warrants monitoring for related‑party considerations .
- Shareholder sentiment: Say‑on‑pay support remained strong—92% approval in 2024; in 2025, votes were 67,071,290 for vs. 6,289,601 against (broker non‑votes 34,035,738) .
- Controls and protections: Adoption of Dodd‑Frank compliant clawback; insider trading/hedging restrictions; director change‑in‑control agreements providing acceleration of time‑based awards (standard practice) .
RED FLAGS to monitor: concentration of rights with Avista (Preferred Director on key committees, board size limits, preemptive rights) ; related‑party optics from share repurchases tied to the private placement .