Jan De Witte
RESMEDAbout Jan De Witte
Independent director of ResMed (RMD), age 61, serving since 2019. He is an Operating Partner at GHO Capital Partners and brings 35+ years of global operating and CEO experience in healthcare technology, including 17 years at GE Healthcare across multiple geographies. Education includes BSc and MSc in electromechanical engineering (KU Leuven, Greatest Distinction) and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| General Electric (GE) | Progressive leadership roles; President & CEO, GE Global Healthcare IT | 1999–2016 | Led global health IT business; extensive international operations exposure |
| Barco (EBR: BAR) | Chief Executive Officer and Director | 2016–2021 | Led advanced visualization business in healthcare, entertainment, enterprise |
| Integra LifeSciences (NASDAQ: IART) | President, Chief Executive Officer, and Director | Oct 2021–Jan 2025 | Led regenerative tissue and neurological solutions; public company CEO experience |
| Procter & Gamble | Operations roles (Europe) | Not disclosed | Early operations grounding in consumer/industrial processes |
| McKinsey & Company | Senior Consultant | Not disclosed | Strategy and performance improvement experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GHO Capital Partners LLP | Operating Partner | Feb 2025–present | Private equity operating partner in European healthcare; governance and value creation focus |
| FotoFinder Group GmbH | Chairman | Sep 2025–present | Oversees digital dermatoscope technologies leadership |
| Elekta (B.ST: EKTA) | Director | Current | Public medtech board; radiation therapy and radiosurgery systems |
| AdvaMed | Director | Current | Trade association governance and policy engagement |
Board Governance
- Independence: Classified as independent; serves on Audit and Compliance, Privacy and Quality (CPQ) committees. The Audit Committee is 100% independent, financially literate, and all members (including De Witte) are identified as SEC “financial experts” .
- Attendance and engagement: Directors (except Peter Farrell) attended 100% of board and committee meetings in FY25; board held 6 meetings, Audit 8, CPQ 1 (plus compliance oversight 4). Independent directors hold executive sessions each regular board meeting, chaired by the Lead Director .
- Committee leadership context: Audit chaired by Christopher DelOrefice; CPQ chaired by Harjit Gill; Nominating & Governance chaired by Carol Burt. Committee scopes updated in 2025 to expand compliance and sustainability oversight .
- Risk oversight: Board retains general risk oversight; Audit oversees financial/internal control risk; Compensation oversees pay-related risk; CPQ oversees global compliance, privacy, quality, sustainability; Nom/Gov oversees independence and board effectiveness .
Committee Service Summary (FY25)
| Committee | Role | FY25 Meetings | Attendance | Chair | Independence |
|---|---|---|---|---|---|
| Audit | Member | 8 | 100% | Christopher DelOrefice | 100% independent; all members financial experts |
| Compliance, Privacy & Quality | Member | 1 (plus compliance oversight 4) | 100% | Harjit Gill | 100% independent; expanded scope includes sustainability |
Fixed Compensation
| Component | FY25 Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $70,000 | Standard non-executive director retainer; no meeting or membership fees for committees |
| Committee chair fees | $0 | Not a chair; chair fees apply only to designated chairs |
| Equity retainer (RSUs grant-date fair value) | $259,909 | Valued at $241.55 closing price on Nov 20, 2024; all directors elected 100% RSUs for FY25 |
| Options | $0 | FY25 directors elected RSUs; options available by plan, but none elected by De Witte |
| Total FY25 director compensation | $329,909 | Summation of cash and RSU grant-date value |
| Plan cap | $700,000 | Annual limit on combined cash+equity for non-employee directors ($1,200,000 if also board chair) |
Performance Compensation
| Equity Award Mechanics & Vesting | Terms | Source |
|---|---|---|
| Award type (FY25) | RSUs (100% of equity) | All non-exec directors elected RSUs |
| Grant date | Nov 20, 2024 | RSU grant coincides with annual meeting date |
| Valuation basis | $241.55 closing price (grant-date) | Fair value computed per ASC 718 |
| RSUs outstanding (FY-end) | 1,083 units | As of June 30, 2025; options outstanding: 0 |
| Vesting | Full vest on earlier of Nov 11 following grant or first annual meeting thereafter | Time-based service vesting |
| Change-of-control | Full acceleration of unvested RSUs/options if holder does not continue as director of successor | Standard director grant terms |
| Deferred stock unit (DSU) plan | Adopted Aug 2024; directors may defer receipt to fixed date or retirement; counts toward ownership guidelines | Dividend equivalent cash credited; accelerated distribution on CoC |
| Dividend equivalents | Payable subject to award vesting; not granted on options/SARs | ASC 718 framework within 2009 Plan |
| Performance metrics | None disclosed for non-executive directors | Director equity is time-based; no TSR/financial goals |
Other Directorships & Interlocks
| Company | Market | Role | Tenure | Potential Interlock/Conflict Notes |
|---|---|---|---|---|
| Elekta | B.ST: EKTA | Director | Current | No related-party transactions involving De Witte disclosed; audit committee reviews any such transactions per policy |
| Integra LifeSciences | NASDAQ: IART | Director/CEO | 2021–2025 | Prior role; no RMD related-party transactions disclosed |
| Barco | EBR: BAR | CEO/Director | 2016–2021 | Prior role; no RMD related-party transactions disclosed |
Expertise & Qualifications
- 35+ years in global operations, corporate strategy, and CEO roles; deep international experience across Europe, Middle East, China, APAC, and the Americas .
- Engineering and business credentials: KU Leuven BSc/MSc (Greatest Distinction); Harvard MBA .
- Audit committee financial expertise designation under SEC rules; financially literate per NYSE standards .
Equity Ownership
| Category | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares) | 5,806 | As of Sep 23, 2025; <1% of outstanding |
| Percent of outstanding | <1% | Based on 145,940,728 shares outstanding |
| Options outstanding | 0 | As of FY-end June 30, 2025 |
| RSUs outstanding | 1,083 | As of FY-end; deferred RSUs: 0 |
| Ownership guideline | 5× annual cash retainer ($350,000) | Must comply within 5 years; retain 50% of after-tax vested shares until compliant |
| Guideline compliance | In compliance as of June 30, 2025 | All non-exec directors except DelOrefice compliant; De Witte compliant |
| Hedging/pledging | Prohibited | Company policy bans hedging/pledging for directors/officers/employees |
Governance Assessment
- Board effectiveness: Strong engagement and independence; 100% attendance; regular executive sessions; committee scopes updated to enhance compliance, privacy, quality, and sustainability oversight—supports investor confidence .
- Skills fit: Audit financial expert, global operations and medtech CEO experience complement RMD’s digital health and device portfolio; suitable for Audit and CPQ risk oversight .
- Pay and alignment: Market-competitive cash ($70k FY25) and meaningful equity ($259,909 RSUs), with strict ownership guidelines (5× retainer) and hedging/pledging prohibitions—alignment with shareholders reinforced by DSU deferral program .
- Conflicts/related parties: Robust related-party policy overseen by Audit; no related-party transactions involving De Witte disclosed. External affiliations (GHO Capital; Elekta) are in healthcare but no reportable conflicts noted; any future transactions would require Audit review and approval .
- Red flags: None identified for De Witte. No pledging/hedging; strong attendance; no discretionary pay anomalies; director equity is time-based (no re-pricing/underwater options issues) .
- Compensation oversight quality: Compensation Committee fully independent and uses FW Cook and Infinite Equity as independent advisors; scope includes director compensation and sales compensation risk review, supporting robust governance .