Jeffrey Elliott
About Jeffrey T. Elliott
Jeffrey T. Elliott, age 47, is an independent director of Quanterix Corporation (QTRX) since August 2024. He is a former Chief Financial Officer and Chief Operating Officer of Exact Sciences and currently consults to Boston Consulting Group, with prior experience as a senior equity research analyst at Robert W. Baird; he holds a B.S. from University of Illinois, an MBA from Chicago Booth, and is a CFA charterholder . On QTRX’s board, he serves as Audit Committee Chair and is designated an SEC “audit committee financial expert” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Exact Sciences Corp. (Nasdaq: EXAS) | Chief Financial Officer | Nov 2016 – May 2024 | Led finance; also served as COO 2021–2023 |
| Exact Sciences Corp. | VP, Strategy & Business Development | Jun 2016 – Nov 2016 | Corporate strategy |
| Robert W. Baird & Co. | Senior Equity Research Analyst (Healthcare: diagnostics/tools) | 2007 – Jun 2016 | Sell-side coverage; diagnostics expertise |
External Roles
| Organization | Role | Start Date | Committees/Impact |
|---|---|---|---|
| Boston Consulting Group, Inc. | Consultant | Sep 2024 | Advisory capacity |
| Sera Prognostics, Inc. (Nasdaq: SERA) | Director | Mar 2025 | Board service |
Board Governance
- Committee assignments: Audit Committee Chair; Audit members are Elliott, William P. Donnelly and Paul M. Meister; Elliott is an SEC-defined “audit committee financial expert” .
- Other committees: Member, Nominating & Governance Committee (Chair: Ivana Magovčević-Liebisch; members include Elliott and Karen A. Flynn) .
- Independence: Board determined Elliott is independent under Nasdaq standards .
- Attendance: In 2024, the board met or acted 14 times and committees 32 times; all incumbent directors attended at least 75% of board and committee meetings on which they served .
- Board leadership and governance reforms: Independent Board Chair (William P. Donnelly) since March 2025; adoption of majority voting standard for uncontested director elections and pursuit of declassification of the board per cooperation agreement with Kent Lake .
- Risk oversight context: Audit Committee oversees internal controls, cybersecurity, legal/compliance; company disclosed material weaknesses and restatements that the Audit Committee addressed (EY adverse ICFR opinions; remediation efforts; change in auditors to KPMG) .
Fixed Compensation
| Component | Amount | Period/Context |
|---|---|---|
| Fees earned (cash, pro-rated) | $15,968 | FY 2024 (appointed Aug 19, 2024) |
| Stock awards (grant-date fair value) | $240,000 | Initial director grant upon appointment in 2024 |
| Option awards (grant-date fair value) | $160,000 | Initial director grant upon appointment in 2024 |
Non-Employee Director Compensation Policy (structure):
- Annual cash retainers (2024): Director $40,000; Chair/Lead Director $80,000; Audit member $10,000 (Chair $20,000); Compensation member $7,500 (Chair $15,000); Nominating member $5,000 (Chair $10,000). Directors may elect to receive these fees in stock .
- Annual equity (each fiscal year): $200,000 value, 60% options/40% RSUs; vests in full on Dec 31 of grant year .
- Initial equity (new director): $400,000 value, 60% options/40% RSUs; options vest 1/3 at year 1 then monthly over next 24 months; RSUs vest 1/3 annually over 3 years .
- Amendments effective Jan 1, 2025: Annual director retainer increased to $50,000; Chair/Lead Director to $95,000 (other terms unchanged) .
Performance Compensation
- Director equity grants are time-based (options and RSUs) with no disclosed performance-conditioned metrics for directors; options are granted at fair market value per policy .
Other Directorships & Interlocks
| Company | Role | Potential Interlocks/Conflicts |
|---|---|---|
| Sera Prognostics, Inc. (Nasdaq: SERA) | Director since Mar 2025 | No QTRX-related transactions disclosed |
| Boston Consulting Group | Consultant since Sep 2024 | No QTRX-related transactions disclosed |
Expertise & Qualifications
- Capital markets/finance and healthcare diagnostics expertise; public company executive experience; governance competency per board skills matrix .
- Audit committee financial expert designation .
- Education: B.S. University of Illinois; MBA University of Chicago Booth; CFA charterholder .
Equity Ownership
| Metric | As of Jul 31, 2025 |
|---|---|
| Total beneficial ownership (shares) | 13,310 |
| % of shares outstanding | <1% |
| Options exercisable within 60 days | 9,355 |
| RSUs vesting within 60 days | 3,955 |
| Aggregate director stock options held (total, incl. unexercisable) | 25,908 |
- Anti-hedging and pledging: Company policy prohibits hedging and pledging by directors and officers .
- Stock ownership guidelines for non-employee directors: 5x annual base cash retainer; 50% of net-of-tax vested shares must be held until guideline met; compliance assessed annually by Compensation Committee .
Governance Assessment
- Strengths: Independent status; Audit Chair with “financial expert” designation; active service on Nominating & Governance; board-level reforms (declassification and majority voting adoption) reflect responsiveness to investor input and better accountability .
- Alignment: Mix of cash and time-based equity; initial $400k equity aligns director interests via ownership; option grants at fair market value and anti-hedging/pledging policy bolster alignment .
- Engagement/Attendance: Board and committees met frequently in 2024; all incumbents ≥75% attendance; ongoing investor outreach reported .
- Risk considerations: Company disclosed material weaknesses and restatements; as Audit Chair, Elliott’s oversight of remediation and auditor transition to KPMG is material to investor confidence; continued focus on internal controls and audit quality is a critical governance priority .
- Related-party/conflicts: No Item 404 related-party transactions disclosed for Elliott; primary related-party disclosures pertain to director David R. Walt’s academic licenses; no pledging/hedging permitted, reducing conflict risk .
Appendix: Committee Activity and Voting Backdrop
- 2024 committee meetings: Audit (15), Compensation (6), Nominating & Governance (11) .
- Say-on-Pay result: 98% approval at 2024 Annual Meeting (for NEO compensation), signaling strong shareholder support for compensation framework .
- Compensation Committee composition and consultant: Chair Karen A. Flynn; members Donnelly, Magovčević-Liebisch, Walt; independent consultant Pay Governance LLC; no interlocks disclosed .