Michael Klobuchar
About Michael Klobuchar
Michael A. Klobuchar (age 49) is an independent director at Revvity (RVTY) since 2024 and serves on the Audit Committee. He is currently Chief Operating Officer of Eikon Therapeutics (since 2024), and previously spent over 25 years at Merck & Co., including EVP & Chief Strategy Officer (2021–2024) and SVP, CFO & Head of Portfolio and Alliance Management for Merck Research Laboratories (2019–2021). He holds an MBA from Villanova University, an MS in Chemical Engineering from Rutgers University, and a BS from Purdue University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Merck & Co., Inc. | EVP & Chief Strategy Officer | 2021–2024 | Led strategic initiatives; executive leadership across finance, strategy, manufacturing, and commercial planning |
| Merck Research Laboratories | SVP, CFO & Head of Portfolio and Alliance Management | 2019–2021 | Financial leadership; portfolio governance; alliance management |
| Merck & Co., Inc. | Various roles in research, manufacturing, commercial planning, finance, strategy | Prior to 2019 | Led key elements integrating Merck Research Laboratories with Schering-Plough R&D post-merger |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Eikon Therapeutics, Inc. | Chief Operating Officer | 2024–present | Oversees corporate infrastructure incl. global supply chain and manufacturing; member of Eikon’s Executive Committee |
Board Governance
- Independence status: Independent under NYSE rules (board-determined annually) .
- Committee assignments: Audit Committee member .
- Audit Committee qualifications: Designated “audit committee financial expert”; financially literate under NYSE rules .
- Meeting cadence: Board met 6 times in FY2024; Audit Committee met 8 times; each director attended ≥75% of aggregate board/committee meetings and all attended the 2024 annual meeting (virtual) .
- Tenure: Director since 2024; years of service on board: 1 .
Fixed Compensation
| Component | Amount ($) | Period/Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | 90,000 | Paid quarterly; subject to proration; attendance below 75% would prorate (all directors met requirement in FY2024) |
| Committee chair fees (if applicable) | Audit Chair: 25,000; Comp & Benefits Chair: 20,000; Nominating & Corp Gov Chair: 15,000 | Klobuchar is not a chair; amounts shown for program context |
| 2024 fees earned (actual) | 82,500 | Prorated for service beginning Feb 1, 2024 |
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Grant Date Fair Value ($) | Vesting | Change-in-Control Treatment |
|---|---|---|---|---|---|
| Annual stock grant (shares) | May 1, 2024 | 1,218 | 124,967 | Not subject to restrictions; immediate ownership | |
| Annual RSU grant | May 1, 2024 | 977 | 99,967 | 100% vests at next annual meeting, subject to continued service | |
| New director stock grant (pro-rated) | Feb 15, 2024 | 264 | 27,474 | Not subject to restrictions | |
| New director RSU grant (pro-rated) | Feb 15, 2024 | 217 | 22,522 | 100% vests at next annual meeting, subject to continued service | |
| Equity vesting accelerators | — | — | — | Death, disability, qualifying retirement; RSUs vest upon scheduled annual meeting | RSUs also vest if director’s service terminates within 12 months following a change in control (double trigger) |
Notes:
- 2024 total equity compensation reported for Klobuchar: $274,930, reflecting both February pro-rated and May annual grants .
- None of the non-employee directors held stock options as of Dec 29, 2024 .
Other Directorships & Interlocks
| Company | Role | Public Board? | Committees |
|---|---|---|---|
| Eikon Therapeutics, Inc. | Chief Operating Officer | Not disclosed as a public company directorship in the proxy | — |
- The proxy biography does not disclose any other current public company board roles for Klobuchar; it states such affiliations are included for nominees if applicable .
Expertise & Qualifications
- Audit and financial expertise: Designated audit committee financial expert; financially literate per NYSE rules .
- Strategic and operational leadership in biopharma and biotechnology, including portfolio integration post-merger and global operations oversight .
- Advanced technical education in chemical engineering (Rutgers MS) and business (Villanova MBA; Purdue BS) .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Shares owned (aggregate) | 2,676 | As of Feb 14, 2025 |
| Stock-based holdings | 0 | Indirect holdings column shows 0 |
| Acquirable within 60 days | 0 | Options/rights acquirable within 60 days |
| Total beneficial shares | 2,676 | “Percent of class”: less than 1% (*) |
| Unvested RSUs held (12/29/2024) | 977 | As of fiscal year-end 2024 |
| Stock options | None | No options held by non-employee directors |
| Director stock ownership guideline | 5x annual cash retainer ($450,000) | Expected within five years of election; all directors in compliance as of Feb 14, 2025 |
| Hedging/derivatives policy | Prohibited for directors and employees | No short sales; no trading of derivatives/hedging instruments |
| Pledging policy | Officers may not pledge company shares | Officer prohibition; hedging ban applies to board; pledging not explicitly stated for directors |
Governance Assessment
- Board effectiveness: Independent status, audit committee membership, financial expert designation, and full attendance thresholds support strong oversight and investor confidence. Audit Committee met eight times, issued its report, and recommended inclusion of audited financials in the 10-K .
- Alignment and incentives: Director pay mix is equity-heavy (cash $82,500 vs. equity $274,930 in 2024), reinforcing shareholder alignment; RSUs vest at the next annual meeting and include double-trigger change-in-control vesting protections .
- Ownership discipline: Directors subject to stringent stock ownership guidelines (5x cash retainer; $450,000) with company-wide hedging bans; proxy states all directors are in compliance as of Feb 14, 2025 .
- Conflicts and related-party exposure: Klobuchar’s COO role at Eikon Therapeutics is industry-adjacent; Revvity’s related-party transaction policy is overseen by the Nominating & Corporate Governance Committee. The proxy does not disclose related-party transactions involving him and reaffirms his independence determination under NYSE rules .
- Red flags: None material disclosed—no option holdings, strong attendance, and independence designation; ongoing watchpoint is potential transactions between Revvity and Eikon given industry overlap, which would fall under the company’s related-party review policy .
Appendix: Director Compensation Program (Context)
- Non-employee director cash retainer: $90,000; Chair premiums: Non-Executive Chair $90,000; Audit Chair $25,000; Compensation & Benefits Chair $20,000; Nominating & Corporate Governance Chair $15,000 .
- Equity program: Annual share grant ($125,000 target; 1,218 shares in 2024) and annual RSU grant ($100,000 target; 977 RSUs in 2024); RSUs vest at next annual meeting; new directors receive pro-rated grants .
- 2024 program changes: Equity retainer increased by $25,000 (to $225,000 total) effective April 23, 2024; no changes for 2025; compensation reviewed with independent consultant and peer benchmarking .