Sign in

Lilian Zhou

Director at STAAR SURGICALSTAAR SURGICAL
Board

About Lilian Zhou

Lilian Y. Zhou (age 42) has served as an independent director of STAAR Surgical Company since December 2023. She is a CFA charterholder, holds dual B.A. in Economics and Mathematics-Statistics from Columbia University, and an MBA from Wharton (Palmer Scholar) with NACD Directorship certification, bringing more than 20 years of capital allocation, corporate finance, and governance expertise with a global investor perspective, including Asia-Pacific insights . In 2025, the Board confirmed her independence under Nasdaq rules and designated her as an SEC “audit committee financial expert,” underscoring her governance credentials .

Past Roles

OrganizationRoleTenureCommittees/Impact
Yulan Capital ManagementFounder, Chief Investment Officer, Managing Partner2013–June 2023Built Tiger Management–backed franchise with New York/Shanghai offices; led global public equities investing
Citadel; Kelusa CapitalInvesting and research rolesPre-2013Buy-side research/investing experience
Bear Stearns & Co.Investing/researchPre-2013Sell-side/buy-side experience
Credit SuisseInvestment Banking AnalystCareer startFoundation in corporate finance

External Roles

OrganizationRoleTenureNotes
Other public company boardsNo other public company directorships disclosed

Board Governance

  • Committee assignments (2025): Audit Committee Chair; Compensation Committee Member; Nominating & Governance Committee Member; independent status affirmed .
  • Audit Committee expertise: Board determined Zhou qualifies as SEC “audit committee financial expert” .
  • Board attendance: Board held 11 meetings in 2024; all directors attended >75% of Board and committee meetings; committees met AC=4, CC=6, NGC=4 in 2024 .
  • Board structure: CEO and Board Chair roles separated in Feb 2025 (Chair: Dr. Yeu); independent directors hold executive sessions; annual Board evaluations conducted .

Fixed Compensation

Component (FY 2024)Amount (USD)
Fees earned or paid in cash$66,951
Option awards (grant-date fair value)$90,006
Stock awards (grant-date fair value)$90,007
Total$246,964

Director program structure:

  • Annual cash retainers: Board member $50,000; Committee Chair $15,000; Committee member $10,000; Board Chair/LID $40,000 .
  • Annual equity grant: $180,000 grant-date value in options and/or restricted stock; vests fully at earlier of first anniversary or next annual meeting; pro-rated for new directors .

2024 award detail for Zhou:

  • Granted 2,244 shares of restricted stock and options to purchase 4,010 shares (June 20, 2024); outstanding at year-end: 2,244 restricted stock and 6,696 options .

Performance Compensation

Performance-tied elementTerms
None disclosed for non-employee directorsEquity grants are time-based (options/restricted stock) with vesting by tenure; no performance metrics tied to director compensation disclosed .

Other Directorships & Interlocks

CategoryDetail
Other public company boardsNone disclosed (Other Public Boards: “—”)
Compensation Committee interlocksProxy reports no interlocks among CC members for FY 2024 (Zhou joined CC in 2025); no specific interlocks disclosed for Zhou .

Expertise & Qualifications

  • Capital allocation and corporate finance with 20+ years experience; Asia-Pacific business insights; governance discipline from investor perspective .
  • CFA charterholder; NACD Directorship certification; Columbia B.A. (Economics, Math-Statistics); Wharton MBA (Palmer Scholar) .
  • Board skills fit: audit financial expert, investment acumen, corporate governance .

Equity Ownership

As of April 22, 2024Shares
Common stock owned850
Options exercisable within 60 days2,686
RSUs vesting within 60 days1,477
Total beneficial ownership5,013; less than 1% of class

Additional equity position detail:

  • Outstanding at FY 2024: 2,244 restricted stock; 6,696 options .
  • Stock ownership guidelines: Non-employee directors must hold ≥3x base annual cash retainer within four years; Board reports all directors and officers are in compliance .
  • Hedging/pledging: Hedging prohibited; pledging requires pre-clearance under Insider Trading Policy; no pledging disclosures for Zhou in proxy .

Governance Assessment

  • Strengths: Independent director; Audit Committee Chair and SEC-designated financial expert; robust attendance; balanced cash/equity comp aligned with shareholder-friendly guidelines (3x retainer ownership; clawback policy; anti-hedging) .
  • Alignment: 2024 director pay mix ~27% cash/$66,951 and ~73% equity/$180,013; annual equity vests time-based; ownership guidelines compliance supports skin-in-the-game .
  • Potential watch items: Board-approved related-party consulting arrangement for director Wei Jiang (now non-independent) underscores need for strong Audit and N&G oversight; Jiang stepped down from committees; Zhou’s committee roles position her to oversee conflicts and governance rigor .
  • Shareholder sentiment: 2024 say-on-pay support at 83% (below prior year), with program changes implemented; reinforces Board’s responsiveness to investor feedback on pay-for-performance (executive program) .

RED FLAGS: None disclosed specific to Zhou (no related-party transactions, no hedging/pledging reported, attendance above threshold). Continue monitoring potential Board-level conflicts (e.g., paid advisory roles of directors), though procedures/policies (RPT policy; committee independence) are in place .