Keith Sullivan
Venus ConceptAbout Keith J. Sullivan
Keith J. Sullivan, age 67, is a Class I independent director of Venus Concept (VERO) serving since 2018, with his current Board term expiring at the 2027 annual meeting . He is President and CEO of Neuronetics (NASDAQ: STIM) and brings 30+ years of senior sales leadership in medical devices, with prior roles at ZELTIQ Aesthetics and others; he holds a BBA from the College of William and Mary .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Venus Concept (VERO) | Chief Commercial Officer | Nov 2018 – Nov 2019 | Commercial leadership during transition |
| ZELTIQ Aesthetics | SVP & Chief Commercial Officer | Nov 2014 – Jan 2016 | Commercial leadership pre-acquisition by Allergan |
| ZELTIQ Aesthetics | Chief Commercial Officer & President, North America | Jan 2016 – Apr 2017 | Led North America through Allergan acquisition |
| ZELTIQ Aesthetics | SVP, Worldwide Sales & Marketing | Jul 2013 – Oct 2014 | Built global commercial operations |
| Medicis; Reliant Technologies; Medtronic; Vision Quest Laser Center; Coherent Medical | Various leadership roles | — | Sector experience in aesthetics and medtech |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Neuronetics (NASDAQ: STIM) | President & CEO; Director | Jul 2020 – Present | Public-company CEO in neurohealth |
| Cutera (NASDAQ: CUTR) | Director | Current as of Apr 30, 2025 | Aesthetics devices peer |
| Sientra (NASDAQ: SIEN) | Former Director | Prior service (dates not specified) | Aesthetics implants exposure |
Board Governance
- Committee memberships: Compensation Committee member; not chair (chair is Fritz LaPorte) .
- Independence: Board determined all directors other than CEO are independent; Sullivan is independent .
- Attendance and engagement: Board met 15 times in 2024; each director attended ≥75% of Board and committee meetings; independent directors held 4 executive sessions .
- Board class/tenure: Class I; term through 2027; director since 2018 .
Fixed Compensation (Director)
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board retainer (non-employee director) | $45,000 | Standard policy |
| Compensation Committee member fee | $10,000 | Member (not chair) |
| Total cash fees earned (2024) | $55,000 | Deferred to Q2 FY2025 amid restructuring |
| Option awards (2024) | — | No director option grants disclosed for 2024 |
Performance Compensation (Director)
- No performance-linked director compensation disclosed; director equity awards (when granted) typically vest time-based over four years; no automatic vesting on change in control .
Other Directorships & Interlocks
| Entity | Type | Role | Potential Interlock/Notes |
|---|---|---|---|
| Neuronetics (STIM) | Customer/peer in neurohealth | CEO & Director | Time commitment; sector overlap but not a VERO customer/supplier disclosed |
| Cutera (CUTR) | Aesthetics devices peer | Director | Sector interlock (aesthetic devices) |
| Sientra (SIEN) | Aesthetics implants | Former Director | Historical sector overlap |
Expertise & Qualifications
- Education: BBA, College of William and Mary; served as Clinical Professor (2017–2020) .
- Technical/industry: Aesthetic devices commercialization, capital equipment with recurring revenue; senior sales leadership .
- Board qualifications: Deep medtech commercialization experience; current public-company CEO .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Common shares beneficially owned | 1,411 | As of Apr 28, 2025 |
| Securities exercisable within 60 days | 38 | Options |
| Total beneficial ownership | 1,449 | Common + exercisable within 60 days |
| Percent of class | <1.0% | Based on 1,424,403 common shares outstanding |
| Shares subject to outstanding options | 923 | As of Dec 31, 2024 |
| Hedging/Pledging | Hedging prohibited by Insider Trading Policy | Applies to directors |
Insider Trades (Form 4)
- No insider transactions by “Keith Sullivan” for VERO found between Jan 1, 2024 and Nov 20, 2025 (insider-trades skill run; filing date filter).
Governance Assessment
- Independence and attendance: Independent status with ≥75% attendance and participation in executive sessions supports baseline governance quality .
- Committee effectiveness: Serves on Compensation Committee (not chair); committee met 3 times in 2024; composition fully independent, with LaPorte as chair .
- Interlocks/conflicts: Disclosure notes Sullivan was a Company officer (CCO) in 2018–2019; he currently sits on the Compensation Committee—this prior service is a potential optics issue but disclosed; no compensation committee interlocks with other issuers reported .
- Director pay and alignment: Cash-only in 2024 ($55k) with payment deferred to Q2 2025 amid restructuring—signals cost discipline and liquidity sensitivity; historical option grants exist but no 2024 grants; beneficial ownership <1% .
- Related-party exposure: Major related-party transactions involve EW Healthcare Partners and Madryn; no specific related-party transactions tied to Sullivan disclosed .
- Policies: Hedging prohibited; formal Clawback Policy for executives; robust committee charters and governance guidelines in place .
RED FLAGS
- Past officer now serving on Compensation Committee (though not in recent years) may raise independence optics; fully disclosed and committee remains independent .
- Deferred director cash fees to Q2 2025 reflect liquidity constraints during restructuring—investors should monitor cash flow and capital structure progress .
Positives
- Independent status, adequate attendance, and adherence to hedging prohibitions; Compensation Committee chaired by a financial expert (LaPorte sits on Audit and is deemed an audit committee financial expert) with clear charter guidance .