Brent Turner
Surgery PartnersAbout Brent Turner
Brent Turner, age 59, has served as an independent Class II director of Surgery Partners since December 2015 and is designated the Board’s “audit committee financial expert.” He currently chairs the Audit Committee and also serves on the Compensation, Culture and People Committee; he has a long operating background in behavioral health and healthcare services, holds a B.A. in Economics from Vanderbilt University and an M.B.A. from Vanderbilt’s Owen Graduate School of Management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Summit BHC (private) | Chief Executive Officer and Board member | Sep 2020 – Dec 2024 | Led a leading inpatient behavioral healthcare company . |
| Acadia Healthcare Company, Inc. | President (joined as Co-President in 2011) | Apr 2012 – Mar 2019 | Senior operator at a large behavioral health platform . |
| Psychiatric Solutions, Inc. | EVP, Finance & Administration; prior VP, Treasurer & IR; Division President | Aug 2005 – Nov 2010 | Finance, treasury, IR and divisional leadership . |
| National Association of Behavioral Healthcare (NABH) | Board of Trustees; Chairman | Chairman in 2009 and 2018 | Industry advocacy and governance leadership . |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| LHC Group, Inc. (public; acquired by UnitedHealth Group) | Director | Aug 2014 – Feb 2023 | Public company board service concluded upon acquisition . |
| Summit BHC (private) | Director (with CEO role) | Sep 2020 – Dec 2024 | Board service concurrent with CEO role . |
Board Governance
- Independence: The Board determined Turner is independent under Nasdaq rules .
- Committee assignments: Audit Committee Chair (and audit committee financial expert); Compensation, Culture and People Committee member .
- Attendance: In 2024 the Board met 13 times; no current director attended fewer than 75% of Board and applicable committee meetings; all directors at the time attended the 2024 annual meeting .
- Committee cadence: Audit Committee met 6 times in 2024; Compensation Committee met 6 times in 2024 .
- Roles and charters: Audit Committee oversees financial reporting integrity, auditor oversight, internal audit, controls, and approves related party transactions; charters available on the Company’s website .
- Executive sessions: Independent directors meet in regularly scheduled executive sessions .
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | $100,000 | 2024 structure; excludes Bain-affiliated directors . |
| Audit Committee Chair fee | $25,000 | Additional retainer for Audit Chair . |
| Equity retainer (restricted stock) | $160,000 | Annual grant; vests in full on first anniversary; 2024 grants on June 1, 2024 . |
| Brent Turner – 2024 Cash Fees | $125,000 | Base retainer plus Audit Chair fee . |
| Brent Turner – 2024 Stock Awards | $160,000 | Annual director equity . |
| Brent Turner – 2024 Total | $285,000 | Cash + equity . |
Director equity is time-based restricted stock; there are no director performance-based awards disclosed .
Performance Compensation
- None disclosed for directors; annual director equity is time-vesting restricted stock (no performance metrics) .
Other Directorships & Interlocks
| Company | Current/Prior | Role | Potential Interlock/Notes |
|---|---|---|---|
| LHC Group, Inc. | Prior (ended Feb 2023) | Director | No current public interlocks disclosed; role ended at acquisition . |
| Summit BHC (private) | Prior (ended Dec 2024) | CEO and Director | Private company; not a disclosed related party to Surgery Partners . |
- Board composition includes Bain Capital–associated directors (O’Reilly, Kaplan), who do not receive director pay; the Company maintains a related person transaction policy and Audit Committee approval process (Audit Committee chaired by Turner) .
Expertise & Qualifications
- Audit committee financial expert; extensive healthcare services operating and finance background .
- Education: B.A. Economics (Vanderbilt); M.B.A. (Vanderbilt Owen) .
- Industry leadership: NABH Board of Trustees, Chairman in 2009 and 2018 .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (3/31/2025) | 72,078 shares | Less than 1% of outstanding . |
| Options exercisable within 60 days (as of 3/31/2025) | 4,015 shares | Included in beneficial ownership footnote . |
| Unvested restricted stock (12/31/2024) | 6,170 shares | Director grant outstanding as of year-end 2024 . |
| Ownership guidelines (directors) | Met | As of 3/31/2025, all non-employee directors (other than Dr. Maryland and Dr. Forese) met guidelines . |
| Hedging/Pledging | Hedging prohibited; no pledging disclosed | Insider Trading Policy prohibits hedging; no pledging disclosures noted for Turner . |
| Section 16 compliance | In compliance for 2024 | Company reports all required filings complied with for 2024 . |
Governance Assessment
-
Strengths
- Independent director with deep healthcare operations experience; designated audit committee financial expert and Audit Committee Chair .
- High engagement: Board and committees were active in 2024 (Board 13 meetings; Audit 6; Compensation 6); no director fell below the 75% attendance threshold; annual meeting attendance achieved .
- Strong alignment mechanisms: Director pay includes meaningful equity ($160,000 RSU grant vesting over one year) and ownership guidelines that Turner meets; hedging is prohibited .
- Pay and shareholder feedback: The Company’s executive pay program received ~95% Say-on-Pay support in 2024, indicating broad investor alignment with compensation governance .
-
Watch items
- Related parties: The Company maintains registration rights and ongoing relationships with Bain Capital; the Audit Committee (chaired by Turner) reviews related person transactions. No related-party transactions involving Turner are disclosed in the latest proxy .
- Committee influence concentration: Turner serves as both Audit Chair and member of the Compensation Committee; while common, this concentrates governance influence and merits continued monitoring of workload and independence safeguards .
Compensation Committee Analysis (Context)
- Composition: Devin O’Reilly (Chair), Brent Turner, John A. Deane, Andrew T. Kaplan; all deemed independent .
- Meetings: 6 in 2024 .
- Consultant: FW Cook engaged as independent advisor to the Compensation Committee; Committee concluded no conflicts of interest .
- Ownership/Clawback policies: Director and executive ownership guidelines in place; executive compensation recovery (clawback) policy adopted and administered by the Committee .
Director Compensation (Detail)
| Year | Cash Fees (Turner) | Equity Awards (Grant date) | Vesting | Total |
|---|---|---|---|---|
| 2024 | $125,000 | $160,000 (Jun 1, 2024) | 100% on first anniversary | $285,000 . |
| 2023 | $125,000 | $160,000 (Jun 1, 2023) | 100% on first anniversary | $285,000 . |
Chair fees schedule (2024): Audit Chair $25,000; Compensation Chair $20,000; Compliance & Ethics Chair $20,000; Nominating & Governance Chair $20,000 .
Related Party Transactions (Conflicts)
- Policy & oversight: Audit Committee (chaired by Turner) reviews/approves related person transactions based on best-interest criteria .
- Disclosures: 2025 proxy discusses a Registration Rights Agreement with Bain Capital; no related-party transactions involving Turner are disclosed .
Say-on-Pay & Shareholder Feedback (Context)
- Say-on-Pay approval: Approximately 95% support in 2024 .
- Engagement/response: The Committee reviews Say-on-Pay outcomes annually in its decision-making .