Esther Alegria
STERISAbout Esther M. Alegria
Independent director of STERIS plc since 2023; age 66. Ph.D. in Chemistry (University of Hawaii) and executive business management certification (Harvard Business School). Career spans 25+ years leading biopharma manufacturing (SVP Global Manufacturing at Biogen), founding and leading APIE Therapeutics, and executive advisory roles; currently Executive Consultant and Advisor at The LaSalle Group (since May 2025) . Committees: Nominating and Governance; Compliance and Technology; independence affirmed under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Biogen, Inc. | SVP, Global Manufacturing | 2005–2015 | Led successful manufacturing operations in DK, MA, NC; deep operational acuity |
| Catalyst Excel & Advance | President and Senior Executive Advisor | 2016–2020 | Advisory to senior execs launching pharma/biopharma firms |
| APIE Therapeutics | CEO (2020–2023); Chief Innovation Officer (2023–2025) | 2020–2025 | Founder; preclinical therapeutics leadership |
| Banner Pharmacaps; Wyeth (R&D Vaccines) | Roles of increasing responsibility | Pre‑2005 | Early R&D/manufacturing experience |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Avid Bioservices (NASDAQ: CDMO) | Director | 2021–2025 | Audit; Corporate Governance committees |
| Puerto Rico Science, Technology and Research Trust | Board of Trustees member | Current | Focus on life sciences economic development |
| The LaSalle Group | Executive Consultant and Advisor | Since May 2025 | Executive consulting |
Board Governance
- Committee assignments: Nominating and Governance; Compliance and Technology (not a chair) .
- Committee activity: Nominating & Governance met 4 times in FY2025 (5 in FY2024); Compliance & Technology met 4 times in FY2025 (4 in FY2024) .
- Board activity and attendance: Board met 5 times in FY2025; each incumbent director attended >75% of aggregate Board/committee meetings (FY2025 and FY2024) .
- Independence: Board determined Alegria and all committee members meet NYSE independence; all members of Audit, Compensation, and Nominating committees are independent .
- Governance practices: Independent Chair; executive sessions of independent directors at least every other meeting; no hedging/pledging permitted; clawbacks; robust ownership guidelines .
Fixed Compensation
| Metric | FY2024 | FY2025 |
|---|---|---|
| Annual Retainer Structure (baseline non-Chair) | $323,000; default split: $86,000 cash, $118,500 options, $118,500 CRSUs (newer directors limited until guidelines met) | $323,000; default split unchanged; newer directors receive up to $86,000 cash and remainder CRSUs until guidelines met |
| Fees Earned/Paid in Cash ($) | $98,000 | $98,000 |
| Stock Awards ($) | $310,964 (CRSUs; includes 371 CRSUs/$74,189 for prorated 2022–23 term) | $236,803 (stock/CRSUs) |
| Option Awards ($) | — | — |
| Total ($) | $408,964 | $334,803 |
| Committee Membership Fees (cash) | Audit $12,000; Comp $7,500; Other committees $6,000 per committee | Audit $12,000; Comp $7,500; Other committees $6,000 per committee |
| Chair Fees (if chair) | Nominating: $15,000; Compliance & Tech: $15,000 (not applicable to Alegria) | Nominating: $15,000; Compliance & Tech: $15,000 (not applicable to Alegria) |
Notes: Director equity awards (stock, options, CRSUs) vest immediately; CRSUs settle in ordinary shares six months post-cessation of service; dividend equivalents paid on CRSUs .
Performance Compensation
- Non-employee director compensation is retainer-based (cash, options, CRSUs) and not tied to operational/financial performance metrics; equity vests immediately; no disclosed performance goals for directors .
- Hedging/pledging prohibited, supporting alignment .
Other Directorships & Interlocks
- Public boards: Avid Bioservices (CDMO), 2021–2025; no disclosed interlocks or committee interlocks at STERIS; Compensation & Organization Development Committee reports no interlocking relationships .
- Related-party transactions: None requiring disclosure/approval since beginning of FY2025; Board’s related-party policy threshold $120,000; no such transactions in FY2025 .
Expertise & Qualifications
- Technical: Biopharma manufacturing oversight across multiple geographies at scale; vaccine R&D exposure; drug development from R&D through commercialization .
- Governance/Regulatory: Service on Avid’s Audit/Governance; member of STERIS Nominating & Governance overseeing governance, ESG and conflicts .
- Education: Ph.D. Chemistry (University of Hawaii); HBS executive management certification .
- Board skills matrix: Industry & operations; technology management; global experience; human capital; regulatory compliance recognized across STERIS board cohort .
Equity Ownership
| Metric | FY2024 | FY2025 |
|---|---|---|
| Shares Beneficially Owned | 0 | 0 |
| Options Exercisable within 60 Days | 0 | 0 |
| CRSUs Outstanding | 1,421 | 2,409 |
| Total Stock-Based Ownership (incl. CRSUs) | 1,421 | 2,409 |
| Shares Outstanding (reference) | 98,853,221 | 98,303,783 |
| Ownership as % of Shares Outstanding (incl. CRSUs) | ~0.00144% (1,421 / 98,853,221) | ~0.00245% (2,409 / 98,303,783) |
| Ownership Guidelines (6× cash portion of annual fees) | Not yet satisfied; deadline May 3, 2028 | Satisfied by Mar 31, 2025 (using $226.65/share and counting CRSUs) |
Stock ownership guidelines: Non-employee directors must hold ≥6× cash portion of annual fees (Chair: $123k; others: $86k). Options do not count; shares and CRSUs count. As of Mar 31, 2025 all directors satisfied the guidelines; Alegria’s CRSUs supported compliance .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Security | Transaction Type | Quantity | Price | Post-Transaction Owned | SEC Link |
|---|---|---|---|---|---|---|---|
| 2025-08-12 | 2025-08-08 | Career Restricted Stock Units | Award (A) | 487 | $0.00 | 2,896 | https://www.sec.gov/Archives/edgar/data/1757898/000162828025039966/0001628280-25-039966-index.htm |
| 2025-08-12 | 2025-08-08 | Director Stock Option (right to buy) | Award (A) | 1,407 | $242.85 | 1,407 | https://www.sec.gov/Archives/edgar/data/1757898/000162828025039966/0001628280-25-039966-index.htm |
Records indicate new option eligibility post guideline compliance; prior to Mar 31, 2025 she held no options . Data from Insider Trades skill (Form 4 feed).
Governance Assessment
- Alignment and independence: Independent director on two governance-heavy committees; explicit no-hedging/pledging and active clawbacks strengthen investor alignment .
- Engagement: >75% meeting attendance; committees met regularly in FY2025; board met 5 times, independent sessions held routinely .
- Ownership: Met director ownership guidelines by Mar 31, 2025; CRSUs accumulate and settle only after service ends, furthering alignment .
- Pay structure: Mix of cash and CRSUs (no options in FY2025), fully vested on grant with deferred CRSUs settlement; standard for STERIS directors; no performance-linked metrics (appropriate for NEDs) .
- Conflicts/related-party: No related-party transactions disclosed; Nominating & Governance oversees conflicts; no interlocks on compensation committee .
- Signals: Board maintains strong independence; say‑on‑pay support remains high (FY2024 92.70%), indicating stable shareholder confidence in governance/comp structures .
Board Governance
| Item | Data |
|---|---|
| Committees | Nominating & Governance; Compliance & Technology |
| Committee Meeting Counts (FY2025) | N&G: 4; C&T: 4 |
| Board Meetings (FY2025) | 5 |
| Attendance | Each incumbent director >75% aggregate meetings (FY2025) |
| Independence | Board determined Alegria independent; all members of Audit, Compensation, Nominating committees are independent |
| Executive Sessions | Independent directors meet at least every other scheduled Board meeting |
RED FLAGS: None disclosed regarding attendance, conflicts, or related-party transactions. Equity awards to directors vest immediately, which reduces performance linkage but is common for NEDs at STERIS and mitigated by ownership guidelines and anti‑hedging/pledging policies .