Ann C. Gallo
PIPER SANDLER COMPANIESAbout Ann C. Gallo
Ann C. Gallo (age 59) joined Piper Sandler’s board on September 23, 2024; she is an independent director and currently serves on the Audit Committee. She spent 25 years at Wellington Management as senior managing director, partner, and investment team leader for healthcare; prior roles include senior healthcare analyst at Alex. Brown & Sons and earlier at Piper Sandler. Education: B.S. in Accounting (Boston College) and M.S. in Finance & Applied Economics (MIT) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wellington Management Company, LLP | Senior Managing Director, Partner; Investment Team Leader – Healthcare | 1998–Dec 2023 | Led healthcare team managing >$60B; served on Operating, Governance, Hedge Fund Review, and Private Equity Oversight committees |
| Alex. Brown & Sons | Senior Healthcare Analyst | 1995–1998 | Sell-side research leadership in healthcare |
| Piper Sandler | Investment banking and healthcare research analyst | 1992–1995 | Early-career analyst in healthcare coverage |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wellington Management | Fiduciary committee member | During tenure through 2023 | Operating, Governance, Hedge Fund Review, Private Equity Oversight |
Board Governance
- Committee assignments: Audit Committee member; Audit Chair is Sherry M. Smith; other members include Victoria M. Holt and Scott C. Taylor .
- Independence: Board determined all non-employee directors (other than Sterling) are independent; Gallo is a non-employee director and independent under NYSE rules .
- Attendance: Board held 7 meetings in 2024; all current directors attended ≥75% with aggregate 96% attendance; all current directors at 2024 annual meeting attended .
- Lead Independent Director: Thomas S. Schreier (since May 2024); executive sessions of independent directors held regularly .
- Majority voting standard: Directors must receive a majority of votes cast; failing nominees tender resignations under a formal policy .
- Shareholder support: Elected May 22, 2025 with 14,153,479 votes for, 20,994 against (broker non-votes 1,009,475), indicating very strong support .
| 2025 Director Election Vote | Votes For | Votes Against | Abstentions |
|---|---|---|---|
| Ann C. Gallo | 14,153,479 | 20,994 | 11,628 |
Fixed Compensation
| Component | 2024 Program | 2025 Program Change |
|---|---|---|
| Board cash retainer | $100,000 | Unchanged |
| Annual equity grant (vested common shares) | $100,000 | Increased to $150,000 |
| Initial equity grant at first election | $60,000 (vested shares) | Unchanged |
| Committee chair cash retainers | Audit $20,000; Comp $10,000; Gov $10,000 | +$10,000 each (Audit $30k; Comp $20k; Gov $20k) |
| Lead Director retainer | $30,000 | +$10,000 (to $40,000) |
| Deferred compensation plan | Cash/equity deferrable into phantom shares | Unchanged |
| Ann C. Gallo – 2024 Actual Director Compensation | Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Pro-rated retainer and grants post 9/23/2024 | 27,397 | 87,403 | 114,800 |
| Notes | Participated in 2024 non-employee director program; Board disclosed pro-rated cash retainer, $60k initial equity, pro-rated annual equity | Annual grant is vested common stock; amounts deferred are noted in proxy footnotes |
Performance Compensation
Directors do not receive performance-contingent equity; annual director equity grants are vested shares, and there are no TSR/ROE metrics tied to non-employee director pay .
| Performance Metrics Tied to Director Compensation | Status |
|---|---|
| TSR, ROE, revenue/EBITDA goals | None; director equity is granted as vested common shares |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock / Related-Party Notes |
|---|---|---|---|
| None disclosed | — | — | 8-K states no related person transactions for Ms. Gallo; no arrangements/understandings in selection |
Expertise & Qualifications
- Healthcare investing leadership with >$60B AUM team oversight; deep asset manager client insight relevant to institutional equities .
- Financial, accounting, and risk management skills; Audit Committee service underscores oversight capability .
- Academic credentials in accounting and advanced finance/economics (Boston College; MIT) .
Equity Ownership
| Ownership as of March 25, 2025 | Common Shares | Phantom Shares | Pledging/Hedging |
|---|---|---|---|
| Ann C. Gallo | 0 | 404 | Hedging/shorts/pledging prohibited for employees and non-employee directors |
- Director stock ownership guidelines: Non-employee directors must hold ≥4x annual basic cash retainer; all non-employee directors were in compliance as of Dec 31, 2024 .
Governance Assessment
- Strengths: Strong sector expertise (healthcare), independent status, Audit Committee role enhances financial oversight, and very high shareholder support in first election (99.85% of votes cast in favor) .
- Alignment: Uses deferred compensation into phantom shares; subject to robust ownership guidelines and anti-hedging/pledging restrictions, which support alignment despite currently minimal direct share ownership disclosed as of March 25, 2025 .
- Conflicts/Red flags: Company disclosed no related-party transactions for Gallo on appointment; no hedging/pledging permitted; no tax gross-ups for directors; no issues noted in proxies or 8-Ks .
- Engagement: Board/committee executive sessions, annual evaluations, majority voting/resignation policy, and high attendance collectively signal robust governance practices .