Robert Ades
Organogenesis HoldingsAbout Robert Ades
Robert Ades (age 51) has served on Organogenesis Holdings Inc.’s board since 2020. He is a Principal of Rugby Realty Co., Inc. (since 2005), with over twenty years of commercial real estate experience, and holds a B.A. in English Literature from the University of Michigan. He is the son of long-time significant stockholder and former director Alan A. Ades, and his nomination emphasizes the Ades family’s long-term significant ownership in the company .
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Rugby Realty Co., Inc. | Principal | 2005–present | Commercial real estate expertise |
| Organogenesis Holdings Inc. | Director | 2020–present | No standing committee roles disclosed |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No public company directorships or committee roles disclosed in the proxy . |
Board Governance
- Committee assignments and chair roles: Not listed as a member of Audit, Compensation, or Nominating committees (these committees comprise other named independent directors) .
- Independence status: Not included among the company’s enumerated “independent directors” (independent directors listed are Driscoll, Duraibabu, Giacomin, Korfin, Leibowitz, Lustig, Quintero) .
- Attendance: Board met 7 times in FY2024; no director attended fewer than 75% of meetings and applicable committees, other than Alan A. Ades. This implies Robert met attendance expectations in 2024 .
- Years of service: Director since 2020 (5 years as of 2025) .
- Lead Independent Director: Arthur S. Leibowitz (not Robert) .
Fixed Compensation
| Component | Amount / Terms | FY2024 Robert Ades Actual |
|---|---|---|
| Annual cash retainer (independent directors) | $55,000 per year | $0 (not paid to Robert; he is not among independent directors) |
| Lead Independent Director retainer | $30,000 | N/A |
| Audit Chair / Member | $40,000 / $10,000 | N/A |
| Compensation Chair / Member | $20,000 / $10,000 | N/A |
| Nominating Chair / Member | $15,000 / $7,500 | N/A |
| Meeting fees | None specified beyond retainers | N/A |
- FY2024 director compensation table shows no cash fees and no stock awards for Robert (dashes) .
Performance Compensation
| Component | Grant Details | FY2024 Robert Ades Actual |
|---|---|---|
| Annual RSU grant (independent directors) | 51,020 RSUs granted Feb 2024 with $175,000 grant-date fair value; typically vests in ~1 year | $0 grant (did not receive; joined independent grants not applicable) |
| Options / PSUs (directors) | Not part of director program in 2024; directors received RSUs | N/A |
- Performance metrics tied to director equity: None disclosed; director RSUs are time-based for independent directors . Robert received no director equity in 2024 .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock / Notes |
|---|---|---|---|
| None disclosed | — | — | No public company boards disclosed; principal role at Rugby Realty noted . |
Expertise & Qualifications
- Commercial real estate experience (Principal at Rugby Realty since 2005) .
- Education: B.A. in English Literature (University of Michigan) .
- Board qualification cited by company: business experience and family’s long-term significant ownership in Organogenesis .
Equity Ownership
| Holder | Shares Owned | Derivative Rights to Acquire (60 days) | Total | % of Outstanding |
|---|---|---|---|---|
| Robert Ades | 0 | 0 | 0 | 0.0% |
- Outstanding director equity at 12/31/2024 (options/RSUs): None for Robert (both “—”) .
- Stock ownership guidelines (directors): Not disclosed in proxy; annual RSUs used for independent directors .
- Hedging/pledging: Company policy prohibits short sales, hedging, and publicly traded options for directors; prohibits purchasing on margin .
Governance Assessment
- Independence and conflicts: Robert is not categorized as an independent director and has a direct family relationship to significant stockholder Alan A. Ades. The company discloses material related-party transactions with entities controlled by members of the Significant Stockholder Group (leases for Canton facilities, and 2024–2025 share repurchases from Alan Ades and related trusts), increasing perceived conflict risk. Audit Committee of independent directors oversees related-party approvals .
- Committee effectiveness: Robert has no committee assignments; governance, audit, and compensation oversight is driven by named independent directors, which helps mitigate conflict concerns .
- Ownership alignment: Robert reports zero personal beneficial ownership and no director equity awards in 2024, reducing individual “skin in the game.” Alignment may be via family holdings (Alan A. Ades and related entities collectively significant owners), but that is indirect for Robert .
- Attendance and engagement: Met attendance threshold in FY2024; board met 7 times .
- Broader governance context:
- Significant Stockholder Group owned ~40.3% as of April 11, 2025; Avista held preferred convertible with potential >20% as-converted subject to shareholder approval, and elects a Preferred Director with committee eligibility, shaping board composition and potential control dynamics .
- Company ceased “controlled company” status in 2021 and has fully independent committees, which strengthens governance structure despite concentrated ownership .
Red flags
- Related-party exposure: Material leases with entities controlled by members of the Significant Stockholder Group; significant repurchases from Alan Ades and related trusts in Nov 2024; Robert is Alan’s son, which presents perceived conflict risks even if transactions are audit-committee reviewed .
- Independence classification vs role: Robert is not listed as an independent director but is nominated annually; lack of committee roles reduces direct oversight influence yet maintains family representation on the board .
- Ownership alignment: No personal holdings or director equity reported for 2024—weakens individual alignment (though family alignment may be strong) .
Net takeaway: Robert Ades represents long-term significant shareholders, with no committee assignments and no independent director compensation in 2024. Governance mitigants include independent committees and related-party review, but family ties and recurring related-party transactions merit continued monitoring for conflicts and investor confidence impact .