Suzanne Crowe
AVITA MedicalAbout Suzanne Crowe
Australian-based physician-scientist and independent non-executive director of AVITA Medical, Inc. (ticker RCEL), age 74, serving since January 2016. Emeritus Professor at Monash University and appointed Officer of the Order of Australia (AO) in June 2020 for distinguished services to health, clinical governance, biomedical research, and education . The Board has affirmatively determined her independence under Nasdaq Listing Rules; she is one of the independent non-executive directors comprising all Board committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Burnet Institute | Associate Director, Clinical Research | 35 years; recently retired | Senior clinical governance and research leadership |
| The Alfred Hospital (Melbourne) | Senior Specialist Physician, Infectious Diseases | 35 years; recently retired | Clinical leadership and patient care in infectious diseases |
| St. Vincent’s Health Australia | Director | 2012–2021 | Board oversight at the country’s largest not-for-profit health and aged care provider |
External Roles
| Company | Exchange | Role | Notes |
|---|---|---|---|
| Sonic Healthcare Ltd | ASX | Director | Large global medical diagnostics company |
Board Governance
- Independence: The Board determined Crowe is independent under Nasdaq Listing Rules; all Audit, Human Capital & Compensation, and Nominating & Corporate Governance committees are fully independent .
- Committee assignments: Member of Audit, Human Capital & Compensation (HCCC), and Nominating & Corporate Governance committees; not a chair .
- Attendance and engagement: Board met 6 times in 2024; all directors attended at least 75% of Board and committee meetings on which they served . Audit Committee held 4 meetings in 2024 with ≥75% attendance; Crowe was appointed member effective Nov 5, 2024 after attending as an observer earlier in 2024 . HCCC met 5 times in 2024 with ≥75% attendance . Nominating & Corporate Governance met 4 times with ≥75% attendance . All directors attended the 2024 Annual Meeting .
Fixed Compensation
| Component (FY 2024) | Amount (USD) |
|---|---|
| Board Member Retainer | $70,000 |
| Audit Committee Member (pro rata after Nov 4, 2024) | $1,555 |
| Human Capital & Compensation Committee Member | $7,500 |
| Nominating & Corporate Governance Committee Member | $5,000 |
| Total Cash Fees | $84,055 |
Performance Compensation
| Equity Award (FY 2024) | Grant Date Fair Value (USD) | Vesting | Notes |
|---|---|---|---|
| RSUs | $87,492 | Time-based; vest at 12 months | RSUs vest 12 months post-grant; settlement within 20 business days after vesting |
| Stock Options | $24,482 | Time-based; vest at 12 months; 10-year term | Options vest at 12 months; expire 10 years from grant; cashless exercise permitted; exercise price set at grant date fair market value |
| FY 2025 Annual Grants (subject to shareholder approval; Grant Date Jan 21, 2025) | Quantity | Exercise Price | Vesting | Expiration |
|---|---|---|---|---|
| RSUs | 10,022 | n/a | 12 months from Grant Date | n/a |
| Stock Options (Right to Buy) | 4,295 | $8.73 | 12 months from Grant Date | 10 years from Grant Date |
Performance metrics: None disclosed for director equity awards; RSUs and options are time-based vesting only. Change-in-control provisions allow full vesting at a change in control for unvested RSUs and options .
Other Directorships & Interlocks
- Current public board: Sonic Healthcare Ltd (ASX) .
- Historical interlock context: AVITA’s Chairman Lou Panaccio previously served as Director of Sonic Healthcare from 2005 until retiring in November 2024, reducing potential interlocks at Sonic post-2024 .
Expertise & Qualifications
- Physician-scientist with extensive clinical governance and biomedical research leadership; Emeritus Professor at Monash University .
- Recognized with AO for distinguished services to health, governance, research, and education .
- Board skills: medical/scientific strategy support for ASX/Nasdaq-listed companies .
Equity Ownership
| Measure (as of April 10, 2025) | Shares |
|---|---|
| Common Stock (direct) | 23,114 |
| CDIs (representing Common Stock) | 22,990 CDIs = 4,598 shares |
| Stock options exercisable within 60 days | 14,534 shares |
| RSUs vesting within 60 days | 9,200 shares |
| Total beneficial ownership | 51,446 shares |
| Ownership as % of outstanding | <1% of 26,434,658 shares |
- Notes: Percent symbol “*” denotes less than 1% in the company’s table; Company reports no related party transactions since January 1, 2023 .
Insider Trades
| Filing Date | Transaction Date | Type | Security | Quantity | Price | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|---|---|
| 2025-06-05 | 2025-01-21 | Award (RSUs) | Common Stock | 10,022 | $0.00 | 46,934 | |
| 2025-06-05 | 2025-01-21 | Award (Options) | Stock Options (Right to Buy) | 4,295 | $8.73 | 4,295 | |
| 2025-01-29 | 2024-12-09 | Purchase | Common Stock | 486 | $13.15 | 36,912 | |
| 2024-06-06 | 2024-06-05 | Award (RSUs) | Common Stock | 9,200 | $0.00 | 36,426 | |
| 2024-06-06 | 2024-06-05 | Award (Options) | Stock Options (Right to Buy) | 3,943 | $9.51 | 3,943 |
- The company disclosed a late Form 4 filed by Professor Crowe reporting the CDI purchase, filed with the SEC on January 29, 2025 and lodged with the ASX on January 30, 2025 .
Governance Assessment
- Board effectiveness: Strong independence and comprehensive committee participation (Audit, HCCC, Nominating); consistent attendance thresholds met across Board and committees; active engagement evidenced by observer participation prior to formal audit committee appointment .
- Alignment: Material director equity grants (RSUs and options) and open-market share purchase in December 2024 support alignment; beneficial ownership totals 51,446 shares, albeit <1% of outstanding given company size .
- Conflicts/related party: No related party transactions since January 1, 2023; historical Sonic Healthcare interlock via the Chairman ended in November 2024; Crowe’s ongoing Sonic directorship does not, on its face, present a disclosed related-party transaction with AVITA .
- RED FLAGS: Administrative lapse—late Form 4 in January 2025; director equity awards are time-based with change-in-control acceleration and no disclosed performance metrics, which is common for NEDs but provides limited pay-for-performance linkage .