Louis A. Shapiro
ZIMMER BIOMET HOLDINGSAbout Louis A. Shapiro
Independent director of Zimmer Biomet since January 5, 2024; age 65. Senior Advisor at General Atlantic (since Oct 2023) and former President & CEO of Hospital for Special Surgery (HSS) from Oct 2006 to Oct 2023. Education: B.S. in Psychology and M.H.A., University of Pittsburgh. Known for transforming HSS into a multi-state musculoskeletal system; expertise in strategy, operations, technology integration, and patient experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hospital for Special Surgery (HSS) | President & CEO | Oct 2006 – Oct 2023 | Led strategy and operations; scaled HSS to 20+ locations across 4 states, treating ~200k patients annually; strengths in strategic innovation, service line development, technology integration, employee engagement, and patient experience . |
| General Atlantic | Senior Advisor | Oct 2023 – Present | Strategic healthcare adviser . |
| Geisinger Health System | EVP & COO, Clinical Enterprise (roles of increasing scope) | 2002 – 2006 | Health system operations leadership . |
| McKinsey & Company | Senior Healthcare Expert & Consultant | 1999 – 2002 | Advisory work across healthcare operations and strategy . |
| Various hospitals/health systems | Leadership roles | 1983 – 1999 | Progressive operational leadership in provider settings . |
External Roles
| Organization | Role | Nature | Notes/Impact |
|---|---|---|---|
| PT Solutions Physical Therapy | Chairman of the Board | Private healthcare | Governance leadership in outpatient physical therapy . |
| Alternate Solutions Health Network | Chairman of the Board | Private healthcare | Home health/post-acute governance . |
| PeopleOne Health | Chairman of the Board | Private healthcare | Population health/primary care focus . |
| RightMove Health | Founding Board Member | Healthcare | Early-stage musculoskeletal care platform . |
| Medical Indemnify Assurance Company | President | Insurance | Leadership in medical indemnity (company name per filing) . |
| Greater New York Hospital Association | Board Chairman (prior) | Industry association | Regional hospital advocacy and governance . |
| McKinsey Bower Forum | Faculty | Executive program | Healthcare leadership education . |
Board Governance
- Independence: Determined independent by the Board under NYSE and company standards .
- Committee assignments (2024): Audit Committee member; Quality, Regulatory & Technology (QR&T) Committee member. Committee meetings held in 2024: Audit (8), QR&T (4) .
- Attendance: In 2024, the Board held 6 meetings; committees held 22. All directors attended at least 75% of meetings of the Board and applicable committees; all then-standing directors attended the 2024 annual meeting .
- Director since and age: Director since 2024; age 65 .
- Other public company boards: None listed for Shapiro .
Fixed Compensation (Non-Employee Director – 2024)
| Component | Amount ($) |
|---|---|
| Annual cash retainer | 110,000 |
| Stock awards (RSUs + DSUs incl. mandatory deferral) | 260,000 |
| All other compensation (dividend-equivalent DSUs) | 407 |
| Total | 370,407 |
- Retainer framework (2024): Base director annual retainer $110,000; committee chair fees (if applicable) ranged from $15,000–$25,000; no meeting fees disclosed. Lead Independent Director retainer (from 2025) set at $40,000 (paid in DSUs). Shapiro was not a chair in 2024 .
Performance Compensation (Director Equity Design and Vesting)
| Award Type | Grant Date | Grant Value ($) | Vesting/Settlement | Notes |
|---|---|---|---|---|
| RSUs | 05-10-2024 | 130,000 | Vested immediately; mandatory deferral until 05-10-2027 or, if later, termination of Board service; settled in shares | Time-based; aligns with long-term ownership via deferral . |
| DSUs (annual grant) | 05-10-2024 | 75,000 | Immediately vested; settled in shares after Board service ends | Tracks stock price; dividend equivalents credited as additional DSUs . |
| DSUs (mandatory deferral of fees) | 2024 | 55,000 | Immediately vested; settled in shares after Board service ends | 50% of annual retainer mandatorily deferred into DSUs; dividend equivalents accrue . |
- No director performance metrics are used for director equity; awards are time-based with mandatory deferral to reinforce alignment. Dividend equivalents on DSUs are credited as additional DSUs; hedging and pledging are prohibited .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None . |
| Committee roles at other public companies | N/A . |
| Private/non-profit/academic boards | PT Solutions; Alternate Solutions; PeopleOne Health; RightMove Health; GNYHA; McKinsey Bower Forum (faculty) . |
| Potential interlocks with ZBH customers/suppliers | Not disclosed in proxy excerpts; Audit Committee oversees related-person transactions . |
Expertise & Qualifications
- 17+ years leading a top-tier orthopedic hospital system; scaled operations and patient volumes; strategic innovation and technology integration experience .
- Deep musculoskeletal health domain knowledge; governance experience as chair across multiple healthcare organizations .
- Education and leadership development credentials (University of Pittsburgh; McKinsey Bower Forum faculty) .
Equity Ownership
| Holder | Total Shares Owned | Shares Acquirable in 60 Days | Deferred Share Units (DSUs) | % of Class | Pledged? |
|---|---|---|---|---|---|
| Louis A. Shapiro | 1,108 | — | 1,108 | <1% | None of directors’/executives’ shares pledged per table note . |
Notes:
- DSUs and certain vested RSUs settle upon or after service cessation per plan design; director equity is subject to mandatory deferral, enhancing alignment .
- Company policy prohibits hedging, short sales, and pledging for directors .
Governance Assessment
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Strengths:
- Independent director with direct operating expertise in Zimmer Biomet’s core end-market; serves on Audit and QR&T—two oversight-intensive committees covering financial integrity, compliance, quality, and technology risk .
- Strong alignment mechanisms: mandatory equity deferral (RSUs and DSUs), dividend equivalents in DSUs, and prohibitions on hedging/pledging; no pledging indicated in ownership table .
- Attendance and engagement: Board and committees met regularly in 2024; all directors met ≥75% attendance and attended the annual meeting, supporting board effectiveness .
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Watch items (no red flags disclosed in excerpts):
- Multiple private healthcare chair roles may create ecosystem proximity; however, related-person transactions are subject to Audit Committee review and approval; no related-party transactions involving directors are disclosed in the cited sections .
- Not designated as an “audit committee financial expert” (others on Audit are so designated), but presence on Audit and QR&T still bolsters operational oversight with domain knowledge .
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Broader shareholder context: Say-on-Pay support at ~91% in 2024 suggests generally favorable investor sentiment toward governance and pay practices, though this is about executive comp rather than directors .