John Freund
About John G. Freund, M.D.
Independent director of SI-BONE since January 2013; age 71. Harvard-trained physician and investor (AB History, MD, MBA—Baker Scholar), co-founder of Intuitive Surgical and long-time venture capitalist at Skyline Ventures; prior executive roles at Acuson and Morgan Stanley. Current public company boards include Collegium Pharmaceuticals and Sutro Biopharma; also serves on boards of U.S. registered investment funds managed by Capital Group affiliates .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Skyline Ventures | Founder; Managing Director | 1997–2022 | Healthcare VC leadership; portfolio governance |
| Arixa Pharmaceuticals | Co-founder; CEO | 2016–2020 (acquired by Pfizer Oct-2020) | Built antibiotic company to successful exit |
| Intuitive Surgical | Co-founder; Director | 1995–2000 | Early strategic board role in medical robotics |
| Acuson Corporation | Executive Vice President | 1988–1994 | Operating leadership pre-sale to Siemens |
| Morgan Stanley & Co. / Morgan Stanley Venture Partners | Co-founded Healthcare Group; General Partner | 1982–1988 | Corporate finance leadership and venture investing |
| Chancellor Capital Management | Managing Director (PE) | Prior to 1997 | Private capital leadership |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Collegium Pharmaceuticals (NASDAQ: COLL) | Director | 2014 | Current public board |
| Sutro Biopharma (NASDAQ: STRO) | Director | 2014 | Current public board |
| Capital Group affiliated U.S. registered funds | Director | N/A | Multiple U.S. registered investment funds |
Board Governance
- Committee assignments (current): Member, Nominating & Corporate Governance; not currently on Audit or Compensation. Formerly served on Compensation Committee until ceasing in September 2024 .
- Independence: Board affirmed Freund is independent under Nasdaq rules; majority of SI-BONE directors are independent .
- Attendance and engagement: Board met four times in 2024; each director attended at least 75% of Board and committee meetings during their service period .
- Board leadership and process: Audit chaired by Hilleman; Compensation chaired by Davis; Nominating & Corporate Governance chaired by Nishimura. 2024 committee meeting counts below .
| Committee | Role (Freund) | FY2024 Meetings |
|---|---|---|
| Audit | Not a member | 4 |
| Compensation | Member until Sep-2024 (then ceased) | 6 |
| Nominating & Corporate Governance | Member | 4 |
Fixed Compensation (Director)
| Component | FY2024 Amount ($) |
|---|---|
| Cash Fees (retainer + committee) | 52,750 |
| RSU Stock Awards (grant-date fair value) | 109,712 |
| Total | 162,462 |
- Policy baseline: Non-employee directors receive $45,000 annual cash retainer; committee member fees: Audit $10,000, Compensation $7,000, Nominating $5,000; Lead Independent Director $5,000; Chair of the Board $45,000 .
Performance Compensation (Director)
- Equity structure: Annual RSU grants to continuing non-employee directors targeted at $120,000, vesting approximately one year; initial new-director RSUs $250,000 vesting over ~36 months; unvested awards accelerate on change of control .
- No performance-based (PSU/option) metrics are disclosed for director equity; RSUs are time-based. Outstanding awards table shows Freund holding 8,791 RSUs and 37,963 options as of Dec 31, 2024 .
| Equity Award Detail | Shares/Units (#) | Vesting/Terms |
|---|---|---|
| Outstanding RSUs (12/31/2024) | 8,791 | Time-based per policy |
| Outstanding Options (12/31/2024) | 37,963 | Per historical grants; standard terms (change-in-control acceleration applies to director awards) |
Other Directorships & Interlocks
- Current public boards: Collegium Pharmaceuticals (since 2014) and Sutro Biopharma (since 2014) .
- Compensation Committee interlocks: During 2024, SI-BONE’s Compensation Committee members were independent; none were SI-BONE officers, and no SI-BONE executive officers served on boards/compensation committees of companies with executives on SI-BONE’s Board, reducing interlock risks .
Expertise & Qualifications
- Education: Harvard College (BA History), Harvard Medical School (MD), Harvard Business School (MBA, Baker Scholar) .
- Technical/industry: Extensive medical device, biotech, and venture capital expertise; founding/operator credentials and multi-company board experience .
- Governance skills matrix: Board lists medical device knowledge, M&A experience, and global business experience among relevant skills on the Board .
Equity Ownership
| Holder | Shares Owned (#) | Right to Acquire Within 60 Days (#) | Total Beneficially Owned (#) | % of Shares Outstanding |
|---|---|---|---|---|
| John G. Freund, M.D. | 129,734 | 37,963 | 167,697 | <1% |
- Ownership detail: Includes 103,899 shares held by John Freund Family Partnership IV, L.P. (disclaimed except to extent of pecuniary interest) and 25,835 shares held directly by Dr. Freund .
- Ownership alignment: Company guidelines require directors to own shares equal to 3x annual Board cash retainer within 5 years; as of year-end 2024, directors had satisfied or were on track to meet guidelines. Hedging and pledging of SI-BONE stock are prohibited .
Governance Assessment
- Committee effectiveness: Active participation on Nominating & Corporate Governance (4 meetings in 2024), prior Compensation Committee service supports compensation oversight continuity .
- Independence and conflicts: Board affirmed Freund’s independence; SI-BONE reports no related-party transactions >$120,000 since 1/1/2024; hedging/pledging prohibited. No family relationships among directors and executives .
- Attendance/engagement: Board-level attendance ≥75% for all directors, indicating adequate engagement .
- Director pay structure: Cash + time-based RSUs; change-in-control acceleration is standard for director awards. No evidence of guaranteed or unusual perquisites; structure aligns incentives without performance metrics for directors—typical market practice .
- Shareholder oversight signals: 2024 say-on-pay approval at ~98.3%, reflecting broad support for compensation governance; Committee uses independent consultant (Compensia) and maintains clawback for executive incentive comp, strengthening overall governance posture .
RED FLAGS: None identified specific to Freund—no reported related-party transactions, hedging/pledging prohibited, independence affirmed. Monitoring point: Multiple external board commitments (two public boards plus Capital Group funds) may create time-allocation considerations; however, SI-BONE attendance thresholds were met .