David Hoffmeister
About David F. Hoffmeister
Independent director since September 2020; age 70 as of the record date. Former Senior Vice President and Chief Financial Officer at Life Technologies (2008–2014) and CFO at Invitrogen (2004–2008); previously a senior partner at McKinsey & Company (~20 years) with earlier finance roles at GTE and W.R. Grace. Education: BS, University of Minnesota; MBA, University of Chicago. Audit Committee Chair and designated audit committee financial expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Life Technologies Corporation | Senior Vice President & CFO | 2008–2014; acquired by Thermo Fisher | Global finance leadership for biotech company |
| Invitrogen Corporation | Chief Financial Officer | 2004–2008; merged to form Life Technologies | CFO through merger with Applied Biosystems |
| McKinsey & Company | Senior Partner | ~20 years | Strategy and organization across healthcare, PE, chemical industries |
| GTE Corp. | Finance roles | Not disclosed | Early finance experience |
| W.R. Grace & Co. | Finance roles | Not disclosed | Early finance experience |
External Roles
| Organization | Role | Tenure Start | Notes |
|---|---|---|---|
| Celanese Corporation | Director | 2006 | Public company board experience |
| Glaukos Corporation | Director | 2014 | Public company board experience |
| ICU Medical, Inc. | Director | 2018 | Public company board experience |
| Kaiser Foundation Hospitals & Kaiser Foundation Health Plan, Inc. | Director | 2014 | Non-profit health system boards |
Board Governance
- Committee assignments: Audit Committee includes Valerie G. Brown, David F. Hoffmeister (Chair), Anne L. Raymond; all three are independent and audit committee financial experts under SEC/Nasdaq rules .
- Committee changes: Effective September 18, 2025, Hoffmeister remains Audit Committee Chair and joins the Nominating and Corporate Governance Committee as a member (transition from controlled company status) .
- Independence: Board affirmatively determined Hoffmeister is independent under Nasdaq and Rule 10A-3 .
- Attendance and engagement: Fiscal 2025—Board held 7 meetings; Audit 4; Compensation 4; Nominating & Corporate Governance 3; all incumbent directors met at least 75% attendance; 8 of 9 directors attended the 2024 Annual Meeting. Independent director executive sessions at least quarterly .
- Board leadership: Separate Chair (Monte M. Brem) and CEO (Scott W. Hart) roles; leadership reviewed annually .
- Governance transition: Stockholders Agreement sunsets on September 18, 2025; committees reconstituted to non-controlled company status .
- Audit oversight: Audit Committee (chaired by Hoffmeister) recommended inclusion of audited financials in FY25 10-K; confirmed auditor independence (Ernst & Young LLP) .
Committee Roles Table
| Committee | Current Role | Post-Sept 18, 2025 Role |
|---|---|---|
| Audit Committee | Chair | Chair |
| Compensation Committee | Not a member | Not a member |
| Nominating & Corporate Governance | Not a member | Member |
Fixed Compensation
| Item | Fiscal 2025 Structure/Outcome | Notes |
|---|---|---|
| Annual retainer (independent directors) | $175,000; 50% RSUs; remaining 50% cash or RSUs (director election) | Increased to $200,000 after the 2025 Annual Meeting |
| Audit Committee Chair retainer | $25,000; 50% RSUs; remaining 50% cash or RSUs | Payable to committee chair |
| Meeting fees | Not disclosed | No separate meeting fees disclosed |
| Hoffmeister—Cash fees paid | $0 | Elected to take 100% retainer in RSUs |
| Hoffmeister—Stock awards (grant-date fair value) | $199,951 | Grant date 9/10/2024; price $50.93 |
Performance Compensation
| Instrument | Grant Date | Number/Status | Grant-Date Fair Value | Vesting Conditions |
|---|---|---|---|---|
| RSUs (Director program) | 9/10/2024 | 3,926 unvested as of 3/31/2025 | $199,951 | Time-based: vest in full upon continued board service through the earlier of 12 months post-grant or next Annual Meeting |
| Options | — | None disclosed | — | — |
- Performance metrics tied to compensation: None for director RSUs; awards are service-based, not performance-contingent .
Other Directorships & Interlocks
- Public company boards: Celanese (since 2006), Glaukos (since 2014), ICU Medical (since 2018) .
- Non-profit boards: Kaiser Foundation Hospitals & Health Plan (since 2014) .
- Related-party transactions: Proxy discloses related transactions primarily involving another director (Steven R. Mitchell/Argonaut); no related-party transactions disclosed involving Hoffmeister .
Expertise & Qualifications
- Designated audit committee financial expert; independent under SEC/Nasdaq audit committee standards .
- Deep finance and strategic background (CFO roles, McKinsey senior partner) .
- Education: BS (University of Minnesota), MBA (University of Chicago) .
Equity Ownership
| Holder | Class A Shares | % of Class A | Notes |
|---|---|---|---|
| David F. Hoffmeister (beneficial) | 45,853 | <1% | Includes 39,536 Class A shares beneficially owned by SentinalPoint Partners Inc., wholly owned by Hoffmeister |
| Unvested RSUs (as of 3/31/2025) | 3,926 | — | Director RSUs vest at next Annual Meeting or 12 months |
- Hedging/pledging: Company policy prohibits hedging and pledging of StepStone securities by directors; no exemptions disclosed for Hoffmeister .
Governance Assessment
-
Positive signals:
- Independent director; Audit Committee Chair and financial expert—strong oversight credentials .
- Chose 100% of annual retainer in RSUs, increasing equity alignment; RSUs vest with continued service by next Annual Meeting .
- Hedging and pledging prohibited, reinforcing alignment with shareholders .
- Audit oversight documented; auditor independence affirmed; FY25 audited financials recommended for inclusion .
-
Watch items / potential red flags:
- Controlled company transition history—Compensation Committee previously included the CEO; committee reconstitution begins September 18, 2025. This is improving, but historical composition may raise independence concerns around pay decisions at the board-level committee .
- Attendance disclosure meets the minimum threshold (≥75%) rather than exact rates; more granular attendance would improve transparency .
-
Conflicts and related-party exposure:
- No related-party transactions disclosed involving Hoffmeister; other director transactions are described separately .
Overall: Hoffmeister’s audit leadership, independence, and equity-heavy director pay indicate solid governance alignment. The committee transition away from controlled company status is a constructive development for board effectiveness and investor confidence .