Meghan FitzGerald
Roivant SciencesAbout Meghan FitzGerald
Independent Class II director at Roivant Sciences since 2023; age 54 as of July 29, 2025. Global healthcare strategist, investor, academic (Adjunct Professor of Health Policy at Columbia). Former CEO/Managing Partner of L1 Health (2016–2020) with prior executive roles at Cardinal Health, Medco, Pfizer, Merck, and Sanofi-Synthelabo; holds a DrPH (New York Medical College), MPH (Columbia), and BSN (Fairfield). Currently serves on Tenet Healthcare’s board and founded K2 Health Ventures; senior advisor to Goldman Sachs and Wellspring .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| L1 Health | Chief Executive Officer & Managing Partner | Dec 2016 – Jan 2020 | Led inaugural health vehicle; investor-operator experience |
| Cardinal Health; Medco Health Systems; Pfizer; Merck; Sanofi‑Synthelabo | Executive roles (various) | Not disclosed | Broad operating experience across pharma, PBM, distribution |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Tenet Healthcare | Director | Current | Public company directorship |
| K2 Health Ventures | Founder | Current | Life science investment fund |
| Columbia University | Adjunct Professor of Health Policy | Current | Academic governance/health policy expertise |
| Goldman Sachs; Wellspring | Senior Advisor | Current | Private equity/investor advisory roles |
| Thimblepoint Acquisition Corp. | Director | Feb–Dec 2021 | Prior public board |
| Arix Bioscience plc | Director | 2017–2019 | Prior public board |
Board Governance
- Board structure and class: Class II director (term through the 2026 AGM) on an 8‑member classified board; Chair is Ilan Oren .
- Independence: Determined independent under SEC and Nasdaq rules (one of six independent directors) .
- Committees: Audit Committee member; Nominating & Governance Committee member. Audit Chair is Melissa Epperly (audit committee financial expert); N&G Chair is Ilan Oren .
- Attendance: In FY2024, the Board held 5 meetings; all directors attended at least 75% of Board and applicable committee meetings .
- Policies: Company prohibits hedging and pledging by employees and non‑employee directors; maintains clawback policy for executive incentive pay .
Fixed Compensation (Non‑Employee Director – FY2024)
| Component | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $68,500 |
| Total Cash | $68,500 |
Notes:
- Non‑employee director cash retainer schedule: Board member $50,000; Audit Committee member $12,500; Nominating & Governance Committee member $6,000. Aggregate equals $68,500, matching Ms. FitzGerald’s FY2024 cash fees .
Performance Compensation (Equity) – FY2024 and Outstanding Awards
| Award Type | Grant Date | Shares/Options | Key Terms | Status/vesting |
|---|---|---|---|---|
| Annual RSU | Sep 10, 2024 | 16,406 | Director annual RSU; vests in full after 1 year | Fully time‑vests on Sep 10, 2025 |
| Stock Options | Sep 10, 2024 | 27,894 | Exercise price $12.19 | None vested as of Mar 31, 2025 |
| Stock Options | Sep 12, 2023 | 13,334 | Exercise price $11.22 | All vested as of Mar 31, 2025 |
| Stock Options | Apr 20, 2023 | 118,578 | Exercise price $8.80 | 78,855 vested as of Mar 31, 2025 |
| FY2024 equity value (grant-date) | FY2024 | RSU $199,989; Options $214,421 | ASC 718 fair value | Included in director comp |
Director Compensation Mix (FY2024)
| Cash | Stock Awards (RSUs) | Option Awards | Total |
|---|---|---|---|
| $68,500 | $199,989 | $214,421 | $482,910 |
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock/Notes |
|---|---|---|---|
| Tenet Healthcare | Public | Director | Healthcare ecosystem overlap; no related‑party transactions with Roivant disclosed |
| Goldman Sachs; Wellspring | Private/PE | Senior Advisor | Advisory relationships; no Roivant related‑party transactions disclosed |
| K2 Health Ventures | Private fund | Founder | Investor network; no Roivant related‑party transactions disclosed |
| Thimblepoint Acquisition Corp. | Public (prior) | Director | Prior SPAC board service |
| Arix Bioscience plc | Public (prior) | Director | Prior UK life sciences board service |
Expertise & Qualifications
- Healthcare operator/investor with experience across pharma, PBM, distribution, and investing; academic health policy perspective .
- Audit oversight experience (Audit Committee member) alongside an audit committee financial expert (Epperly) on the committee .
Equity Ownership
| Item (as of stated date) | Amount |
|---|---|
| Common shares beneficially owned (Jul 1, 2025) | 121,710; consists of 12,970 shares + 108,740 shares underlying options exercisable within 60 days; <1% ownership |
| RSUs outstanding (Mar 31, 2025) | 16,406 (from 9/10/24 grant; vests 9/10/25) |
| Stock options outstanding (Mar 31, 2025) | 159,806 total across 3 grants with exercise prices $8.80, $11.22, $12.19 |
| Pledging/Hedging | Prohibited for employees and non‑employee directors (policy) |
Governance Assessment
-
Green flags
- Independent director with dual service on Audit and Nominating & Governance committees; Audit Committee has an identified financial expert and oversees cybersecurity and related‑party reviews, enhancing risk oversight .
- Strong director equity alignment via recurring RSU/option grants; beneficial ownership includes exercisable options; hedging/pledging prohibited .
- Board reports at least 75% attendance for all directors in FY2024, signaling engagement .
- Company’s prior “Say‑on‑Pay” approval at ~89% (Sept 2024), indicating positive shareholder sentiment toward compensation governance .
-
Watch items
- Classified board structure (staggered terms) can extend time to effect board change, a potential entrenchment risk for activists .
- External advisory roles with financial sponsors (Goldman Sachs, Wellspring) and service on Tenet’s board create theoretical conflict pathways; however, Roivant discloses a formal related‑party policy and reported no related‑party transactions involving Ms. FitzGerald in the latest proxy .
- Not designated as the Audit Committee financial expert; relies on committee composition for deep accounting expertise (Epperly as Chair/Audit FE) .
-
Overall implication
- FitzGerald brings robust healthcare operating and investing expertise and appears appropriately independent with solid committee engagement. Equity-based compensation supports alignment; no disclosed related‑party issues. Governance posture is broadly investor‑friendly, though the classified board warrants consideration in takeover/activist scenarios .