Debora L. Spar
About Debora L. Spar
Debora L. Spar is an independent director of Thermo Fisher Scientific, age 61, serving since 2019. She is a Professor of Business Administration and Senior Associate Dean for Business in Global Society at Harvard Business School; prior roles include President & CEO of Lincoln Center for the Performing Arts and President of Barnard College . She is independent per NYSE/SEC criteria, with Board-confirmed independence despite her external academic affiliation .
Past Roles
| Organization | Role | Tenure (dates) | Committees/Impact |
|---|---|---|---|
| Lincoln Center for the Performing Arts | President & CEO | Not disclosed | Executive leadership experience relevant to strategic oversight |
| Barnard College | President | Not disclosed | Executive leadership; governance proficiency |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Harvard Business School (Harvard University) | Professor; Senior Associate Dean, Business in Global Society | Current | Academic leadership; digital/technology and societal perspective |
| Goldman Sachs | Director | Prior | Previously held public company directorship |
| Northern Star Acquisition Corp. | Director | Prior | Previously held public company directorship |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director (Board determination) |
| Board tenure | Director since 2019 |
| Committee assignments | Strategy and Finance Committee – Chair |
| Committee activity | Strategy & Finance met 3 times in 2024 |
| Attendance | Board met 6 times in 2024; all directors attended ≥75% of meetings |
| Executive sessions | Regular executive sessions of independent directors; Lead Director presides |
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Fees earned or paid in cash | $145,000 | Reported total cash fees for 2024 |
| All other compensation | $8,055 | Includes $7,500 charitable match and $555 dividend equivalents |
| Annual cash framework | Standard director retainer $125,000; Lead Director $165,000; chair fees disclosed for certain committees; equity complements cash |
Performance Compensation
| Equity Component (2024) | Grant Date | Units / Value | Vesting / Performance Metrics |
|---|---|---|---|
| Annual RSU grant | May 22, 2024 | 339 RSUs; grant-date fair value $200,281 | Vests at earlier of 1-year anniversary or next annual meeting; non-employee directors receive time-based RSUs (no performance conditions) |
| Performance Metrics Tied to Director Compensation | Status |
|---|---|
| Financial/TSR metrics | Not applicable – director equity is time-based RSUs; no performance metrics or options disclosed for non-employee directors |
Other Directorships & Interlocks
| Entity | Relationship | 2024 Transactions with TMO | Independence Consideration |
|---|---|---|---|
| Harvard University | Employer (Professor; Senior Associate Dean) | TMO sales and purchases with Harvard were below 2% of the other entity’s revenue or $1M thresholds (checkmarks) | Board concluded independence; transactions not “related party” per SEC thresholds |
| Goldman Sachs | Prior public company board | Not disclosed | Prior role; no current interlock noted |
| Northern Star Acquisition Corp. | Prior public company board | Not disclosed | Prior role; no current interlock noted |
Expertise & Qualifications
- Executive management and strategic leadership; financial expertise; perspective on technology’s role in society and the global economy .
- Chairs Strategy & Finance Committee overseeing strategic plan, capital allocation, and major transactions .
Equity Ownership
| Ownership Item (as of March 1, 2025) | Amount / Policy | Notes |
|---|---|---|
| Beneficial ownership – shares | 1,207 shares; <1% of outstanding | Reported in beneficial ownership table |
| Options | None | No options listed for Spar |
| RSUs outstanding | 339 RSUs granted May 22, 2024 (outstanding at end of 2024) | Standard director grant outstanding at year-end |
| Director stock ownership guideline | 5x annual cash retainer; 5-year compliance window | All then-serving directors were either compliant or on track by 12/31/2024 |
| Hedging/pledging | Prohibited for directors | Anti-hedging and anti-pledging policy in Insider Trading Policy |
Governance Assessment
- Strengths: Independent status; chair of Strategy & Finance providing direct oversight of strategic planning and capital deployment; consistent meeting attendance; director ownership guideline fosters alignment .
- Compensation alignment: Simple cash plus time-based RSUs structure; charitable match indicates stakeholder engagement; no tax gross-ups for directors; clawback framework exists at company level (executive awards; governance standards apply) .
- Conflicts: TMO’s ordinary-course transactions with Harvard University were below materiality thresholds; Audit Committee review framework for related-person transactions; Board affirmed independence—low conflict risk signal .
- RED FLAGS: None identified for Spar in the proxy—no related-party transactions requiring disclosure, no pledging/hedging, attendance above threshold .
Overall signal: As chair of Strategy & Finance, Spar’s governance footprint centers on strategic rigor and capital allocation oversight, with low conflict exposure and standard director pay/ownership structures that support investor alignment .