Catherine Mazzacco
Director at SGHT
Board
About Catherine Mazzacco
Independent director of Sight Sciences (SGHT), age 60, serving since June 2023. Former CEO of LEO Pharma (2019–2021), SVP Global Commercial Operations at GE HealthCare (2018–2019), and >25 years at Abbott, most recently VP Global Commercial Operations, Abbott Vision (2011–2017). Holds a B.S. in Engineering (Biotechnology option) from the University of Compiègne, France. The Board affirms her independence under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| LEO Pharma (private) | Chief Executive Officer & President; Board member | Aug 2019 – Nov 2021 | Led global pharma operations |
| GE HealthCare (Nasdaq: GEHC) | SVP, Global Commercial Operations, Life Sciences Division | Feb 2018 – May 2019 | Global commercial leadership |
| Abbott Laboratories (NYSE: ABT) | VP, Global Commercial Operations, Abbott Vision | 2011 – 2017 | Commercial operations; ophthalmic focus |
External Roles
| Organization | Exchange | Role | Committees | Start Date |
|---|---|---|---|---|
| Krystal Biotech, Inc. | Nasdaq: KRYS | Director | Nominating & Governance; Commercial Advisory | Mar 2023 |
| Servier SAS | — (private) | Supervisory Board member | Remuneration & Nomination | Feb 2022 |
Board Governance
- Current SGHT Board class and tenure: Class II director, term expires at 2026 ASM; served since 2023 .
- Independence: Determined independent under Nasdaq rules .
- Committee assignments:
- Audit Committee member .
- Commercial Strategy Committee Chair .
- Attendance and engagement:
- Board held 6 meetings in FY2024; each director attended at least 75% of Board and committee meetings during service .
- Audit Committee met 4x in 2024; Commercial Strategy Committee met 4x .
- Executive sessions: Independent directors meet regularly in executive session, presided by the Board Chair .
- Board leadership: Independent Chair; roles of Chair and CEO separated per guidelines .
- Risk oversight: Audit oversees financial risk and related-party conflicts; Nominating & Governance oversees ESG, cybersecurity, healthcare compliance; Compensation oversees comp risk; Commercial Strategy oversees commercialization strategy risks .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $40,000 | Prior Program rate |
| Audit Committee member retainer | $10,000 | Member fee |
| Commercial Strategy Committee chair retainer | $12,000 | Chair fee |
| Total cash fees (2024) | $62,000 | Sum of retainers |
| Annual RSU grant (2024) | $120,000 | Prior Program rate |
| Total (cash + RSUs) | $182,000 | 2024 Director Compensation Table |
Structural updates effective Jan 1, 2025: annual cash retainer increased to $45,000; annual RSU award increased to $130,000; initial appointment RSUs set at $240,000; committee retainers unchanged (Audit member $10,000; Commercial Strategy chair $12,000, etc.) . RSU vesting: initial appointment RSUs vest in three equal annual tranches; annual RSUs vest at the next ASM or one year; all unvested director RSUs accelerate upon change-in-control .
Performance Compensation
- No performance-based compensation is disclosed for non-employee directors; director equity grants are time-based RSUs (no options granted in 2024–2025 to directors) and accelerate on change-in-control per program terms .
Other Directorships & Interlocks
- Public board: Krystal Biotech (KRYS). Sector overlap is health biotech; no SGHT disclosures identify business dealings with KRYS or Servier. Related-party transactions are reviewed under SGHT’s policy by the Audit Committee; we did not find Ms. Mazzacco named in the related-person transactions section in the proxy we reviewed .
Expertise & Qualifications
- Board skills matrix indicates: Accounting/Financial reporting, General operations, Managing high revenue growth, Governance, Risk management, Technology/cybersecurity, Environmental/social responsibility, International operations; medtech-specific strengths including Ophthalmic industry knowledge, High growth medtech, Customer perspective, R&D & pipeline, Reimbursement/payor, Regulatory, Healthcare compliance; capital markets, IR management, financing, and M&A experience .
Equity Ownership
| Metric | Value | Detail |
|---|---|---|
| Total beneficial ownership (4/9/2025) | 37,492 shares | Less than 1% of outstanding |
| Direct common shares | 10,063 | Owned directly |
| RSUs vesting within 60 days (included in beneficial) | 27,429 | Vests within 60 days of 4/9/2025 |
| RSUs held (12/31/2024) | 37,492 | Aggregate unvested RSUs |
| Shares outstanding (record date for ASM) | 51,695,688 | Reference for % calc |
Ownership alignment:
- Stock ownership guidelines: directors must hold 5x annual cash retainer; compliance window is 5 years from appointment/election (for Ms. Mazzacco, until June 2028 under current policy) .
- Anti-hedging/anti-pledging: hedging, short sales, margin purchases and pledging of SGHT securities prohibited for directors .
Governance Assessment
- Strengths: Independent director with deep ophthalmic/medtech, commercial and international expertise; chairs Commercial Strategy during reimbursement and market access transition; sits on Audit Committee contributing to financial oversight and conflict review; attended at least 75% of Board/committee meetings; robust ownership alignment policies and anti-hedging/pledging in place .
- Compensation and alignment: Director pay is conventional cash retainer plus time-based RSUs; 2025 program increases cash/equity retainers while maintaining change-in-control full acceleration for director RSUs; no performance-based director pay disclosed, limiting pay-for-performance directional linkage for directors, but equity provides ongoing exposure to shareholder outcomes .
- Potential conflicts/related parties: No related-person transactions disclosure naming Ms. Mazzacco in the period reviewed; Audit Committee oversees any such transactions per policy .
- Signals affecting investor confidence: Board leadership separation with independent chair; regular executive sessions; clear committee remits; use of independent compensation consultant at SGHT (Compensia) for executive and director pay benchmarking (committee-level governance) .
RED FLAGS: None disclosed specific to Ms. Mazzacco (no pledging/hedging, no delinquent Section 16 filings named, no related-party transactions naming her). Director RSUs fully accelerate on change-in-control, which is standard but can be viewed by some investors as reducing post-transaction retention incentives for directors .