Arthur J. Higgins
ZIMMER BIOMET HOLDINGSAbout Arthur J. Higgins
Arthur J. Higgins, age 69, has served as an independent director of Zimmer Biomet since 2007. He is currently Operating Advisor to the Abu Dhabi Investment Authority and Deputy Chairman of UNION therapeutics A/S; previously he held senior leadership roles at Bayer HealthCare, Enzon Pharmaceuticals, and Abbott Laboratories, and is a current director of Ecolab Inc. He holds a B.S. in biochemistry from the University of Strathclyde, Scotland .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Abu Dhabi Investment Authority | Operating Advisor | Since Jun 2021 | Strategic advising on healthcare investments |
| UNION therapeutics A/S | Deputy Chairman of the Board | Since Jul 2021 | Governance oversight in biotech |
| Blackstone Healthcare Partners (The Blackstone Group) | Consultant | Jun 2010–Jun 2021 | Healthcare investment diligence |
| Assertio Therapeutics, Inc. | President & CEO; Director | Mar 2017–May 2020 | Led merger with Zyla Life Sciences |
| Assertio Holdings, Inc. | Non‑Executive Chairman | May 2020–Dec 2020 | Post‑merger board leadership |
| Bayer HealthCare AG | Chairman, Board of Management | Jan 2006–May 2010 | Enterprise leadership, quality and risk management |
| Bayer HealthCare Executive Committee | Chairman | Jul 2004–May 2010 | Global strategy/operations |
| Enzon Pharmaceuticals, Inc. | Chairman, President & CEO | 2001–2004 | Public company leadership |
| Abbott Laboratories | President, Pharmaceutical Products Division | 1998–2001 | Global P&L, regulated markets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Ecolab Inc. | Director (current) | Not specified | Current public company board |
| Endo International plc | Director (past) | Until Mar 2017 | Former public company board |
| Assertio Therapeutics/Assertio Holdings | Director (past) | Until May/Dec 2020 | Former public company boards |
Board Governance
- Committee assignments: Compensation & Management Development (member); Quality, Regulatory & Technology (member) .
- Independence: Board determined Mr. Higgins is independent under NYSE and company guidelines .
- Attendance: In 2024, the Board met 6 times and committees met 22 times; all directors attended at least 75% of applicable meetings; all current directors standing for election attended the 2024 annual meeting .
- Executive sessions: Independent directors meet in executive session at each regularly scheduled Board meeting .
- Committee meeting cadence relevant to Higgins: C&MD (4 meetings in 2024); QR&T (4 meetings in 2024) .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 110,000 | 205,000 | 31,117 | 346,117 |
2024 stock awards detail:
| Grant Type | Amount ($) |
|---|---|
| RSUs (granted 05-10-24) | 130,000 |
| DSUs (granted 05-10-24) | 75,000 |
| DSUs (mandatory deferral) | — (none disclosed for Higgins) |
Compensation structure features:
- Annual director retainer $110,000; committee chair fees (if applicable) and other chair roles carry additional retainers; equity grants are fully vested at grant but mandatorily deferred until board departure .
- 50% of annual retainer is mandatorily deferred into DSUs; directors receive annual DSU awards and RSUs with settlement deferred; DSUs accrue dividend equivalents as additional DSUs .
Performance Compensation
- No performance-based elements are disclosed for non-employee director compensation; equity awards (RSUs, DSUs) are time-based and mandatorily deferred until cessation of service .
Other Directorships & Interlocks
| Company | Relationship to ZBH | Potential Interlock/Conflict Indicator |
|---|---|---|
| Ecolab Inc. (current director) | Broad healthcare/industrial sanitation supplier; no ZBH-specific transaction disclosed | Monitor any material business dealings disclosed in future “Related Transactions” sections; Audit Committee pre-approves and oversees related party transactions |
| ADIA (Operating Advisor) | Sovereign wealth fund advisor role; investment exposure could intersect healthcare | No ZBH-related party transaction disclosed; policy requires Audit Committee approval of any related person transactions |
| UNION therapeutics A/S (Deputy Chair) | Biopharma | No related transactions disclosed |
Expertise & Qualifications
- Extensive senior leadership in global healthcare across U.S. and Europe; deep experience in enterprise risk, quality, operating risk management, regulated markets, and sustainable growth strategies .
- Domain experience aligns to QR&T oversight (product quality, regulatory compliance, innovation pipeline) and compensation/human capital oversight on C&MD .
Equity Ownership
| Holder | Total Shares Owned | Shares Acquirable in 60 Days | Deferred Share Units (DSUs) | Percent of Class | Pledging/Hedging |
|---|---|---|---|---|---|
| Arthur J. Higgins | 36,272 | 20,311 | 12,561 | <1% | None of directors’ shares pledged; hedging/pledging prohibited by policy |
Additional alignment mechanisms:
- Independent director equity compensation settlement deferred until end of board service .
- Robust stock ownership guidelines cited; directors prohibited from hedging/pledging ZBH securities .
Governance Assessment
- Committee effectiveness: Higgins’ background in healthcare operations and quality supports his QR&T role overseeing product quality, regulatory compliance, technology pipeline, AI/ML considerations; and C&MD responsibilities on pay, retention, equity plan governance, and human capital risk .
- Independence and engagement: Confirmed independent; attended ≥75% of meetings; participates in a board with annual self-evaluation, majority voting, regular executive sessions, proxy access, and strong shareholder rights framework .
- Compensation alignment: Majority of director compensation in deferred equity ($205k vs. $110k cash), mandatorily deferred settlement and DSU dividend equivalents, supporting long-term alignment; no performance-linked director pay (appropriate for independence) .
- Ownership and risk mitigants: Beneficial ownership disclosed with DSU balances and acquirable shares; no pledging; strict trading policy bans hedging, short sales, and pledging; Audit Committee controls related person transactions and compliance oversight .
Red flags and watchpoints:
- RED FLAG: None observed in proxy regarding pledging, hedging, or related party transactions for Higgins; continue monitoring for any ADIA- or UNION-related transactions requiring Audit Committee review .
- Equity plan governance: Board seeking to expand 2009 plan share reserve and adopt added governance protections; as C&MD member, Higgins participates in equity plan oversight—monitor dilution/overhang trends and burn rate implications for investor sentiment .