Corporate Governance & Leadership GOVERNANCE CHARTERS AND DOCUMENTS Merit Medical Systems, Inc. (Nasdaq: MMSI) is a worldwide designer, developer, manufacturer and marketer of medical devices used in interventional and diagnostic procedures. COMMITTEE CHARTERS Audit Committee Compensation and Talent Development Committee Environmental, Social and Governance Committee Finance Committee Operating Committee GOVERNANCE DOCUMENTS Code of Business Conduct and Ethics Code of Ethics for CEO and Senior Financial Officers Corporate Governance Guidelines MERIT BOARD OF DIRECTORS F. ANN MILLNER Lead Independent Director Director Since: July 2015 Committees: Compensation & Talent Development; Environmental, Social & Governance (Chair) Other Public Boards: None Education: B.S. (education), University of Tennessee; M.S. (allied health education and management), Southwest Texas State University; Ed.D (education administration), Brigham Young University; Completed medical technology program, Vanderbilt University Career Highlights – Regents Professor and Professor of Health Administrative Services at Weber State University, 2013 to present – Member of the Utah State Senate (member of multiple committees and subcommittees), 2015 to present – Member of Utah Governor’s Task Force on Educational Excellence, 2015 to present – Member of Board of Trustees of Intermountain Healthcare (integrated healthcare system in Utah and Idaho), 2005 to present (serving as Vice Chair, 2017 to present) – President of Weber State University, 2002 to 2012 (first female president of a Utah state university) – Vice President of University Relations at Weber State University, 1993 to 2002 – Associate Dean of Continuing Education and Assistant Vice President of Community Partnerships at Weber State University, 1985 to 1993 Qualifications of Particular Relevance to Merit The Board believes Dr. Millner’s qualifications to serve as a director of the Company include her executive leadership skills and her experience in the areas of organizational administration, operations and financial management, and business strategy. Those skills and experience have been particularly valuable to the Company in the course of Dr. Millner’s service as the Chair of our Governance Committee. During her service as the Chair of our Governance Committee, Dr. Millner has played a significant role in the development of our corporate governance practices and engagement with our shareholders. A. SCOTT ANDERSON Director Director Since: November 2011 Committees: Compensation & Talent Development (Chair); Environmental, Social & Governance Other Public Boards: None Education: B.A. (philosophy, economics), Columbia University; M.S. (economics, international studies), Johns Hopkins University Career Highlights – President and CEO of Zions First National Bank (commercial bank based in the intermountain U.S.), 1990 to present – Member of Board of Trustees of Intermountain Healthcare (integrated healthcare system in Utah and Idaho), 2005 to present (Chair, 2012 to 2018) – Director of the Federal Reserve Bank of San Francisco (Salt Lake City Branch), 2003 to 2008 Qualifications of Particular Relevance to Merit Mr. Anderson contributes to the Board’s deliberations more than 40 years of experience in the banking and financial services industries. The Board believes Mr. Anderson provides insight regarding national and international financial and credit markets, as well as lending practices, which are valuable as we continue to implement our growth strategy. Mr. Anderson also contributes extensive business and corporate governance experience to the strategic planning and operational discussions of the Board. Mr. Anderson’s business and corporate governance experience have been instrumental in the deliberations of our Compensation Committee, which he chairs, and the development of our executive compensation practices. JILL ANDERSON Director Director Since: January 2019 Committees: Finance; Operating Other Public Boards: None Education: B.A. (finance), Temple University; M.B.A., Temple University Career Highlights – President, Chief Executive Officer and Director of Cianna Medical from January 2008 until the Company’s acquisition of Cianna Medical in November 2018 – President of BioLucent, Inc. from May 2001 to September 2007 – Previously served on the Board of Directors for Mammoplan LLC, and Solis Women’s Health Qualifications of Particular Relevance to Merit Ms. Anderson is a healthcare executive with more than 18 years of experience leading the innovation, development and commercialization of medical devices. The Board believes she brings innovative thinking and creative problem solving to addressing complex business problems in the search for growth opportunities. Ms. Anderson is skilled in building executive-level teams, commercializing breakthrough technologies, strategic planning, market strategy, company and product branding, marketing and communications. Her entrepreneurial nature and commitment to patient care has contributed to the development and successful exit of two venture-backed medical device companies and the organization and operation of several for-profit and not-for-profit comprehensive cancer centers. LONNY J. CARPENTER Director Director Since: June 2020 Committees: Compensation & Talent Development; Finance; Operating (Chair) Other Public Boards: Novanta, Inc. Education: B.S., United States Military Academy at West Point Career Highlights – Member of the Board of Directors of Novanta Inc., a manufacturer of precision photonic and motion control components and subsystems, 2018 to present – Member of the Board of Directors of Orchid Orthopedics Solutions (a privately-owned orthopedic medical device outsourcing company), 2019 to present – Member of the Board of Directors of The Boler Company, (a privately-owned auto part manufacturing company), 2019 to present – Group President, Global Quality and Business Operations of Stryker Corporation (Stryker), 2016 to 2019 – Group President, Global Quality and Operations of Stryker, 2011 to 2016 – President, Instruments and Medical Division of Stryker, 2006 to 2008 – Captain in the U.S. Army and helicopter pilot having served in leadership roles for the 101st Airborne Division Qualifications of Particular Relevance to Merit The Board believes Mr. Carpenter’s broad business background in setting enterprise-wide direction, experience in quality, manufacturing, procurement and logistics strategies from his tenure at Stryker will provide the Board with practical, real-world knowledge and guidance and will strengthen the Company’s efficiency and cost-reduction initiatives. REAR ADMIRAL (RET.) STEPHEN C. EVANS Director Director Since: 2021 Committees: Audit; Compensation & Talent Development Other Public Boards: Alarm.com Holdings, Inc. Education: M.A., U.S. Naval War College (National Security Affairs); B.A., The Citadel Career Highlights – Served in the United States Navy, most recently as Special Advisor to the Commander, Naval Operations, before retiring in 2020. During more than 20 years of service in the United States Navy, Admiral Evans held a variety of leadership positions, including Senior Advisor, Deputy U.S. Military, NATO Military Committee; Commander, George H. W. Bush Carrier Strike Group; and Commander, Naval Service Training Command. – Served on diplomatic missions in over 64 countries, delivering results in international diplomacy and military relations to establish enduring, productive global partnerships. – Commanded U.S. naval forces in six operational theaters. – Served in a senior strategic advisory role to the 75th Secretary of the Navy. – Represented the U.S. in deliberations and actions of NATO, providing counsel to Heads of State in Europe and around the world. Qualifications of Particular Relevance to Merit Admiral Evans possesses extensive experience in handling complex, international relationships. His prior leadership experiences, particularly within the last two decades, involved extensive cybersecurity oversight, and he has broad experience in anticipating and identifying cyber risks and digital vulnerabilities. Admiral Evans’ cybersecurity experience is of particular importance to the Company as we seek to secure our information technology and build secure and effective information systems and to assess and mitigate potential cybersecurity risk. DAVID K. FLOYD Director Director Since: June 2020 Committees: Environmental, Social & Governance; Operating Other Public Boards: NN, Inc. Education: B.S., Grace College Career Highlights – Member of the Board of Directors of NN, Inc., a manufacturer of high-precision metal and plastic components and assemblies – Member of the Board of Directors of Health Outcomes Performance Company (a privately-owned company focused on transforming the patient care experience and improving the practice of medicine), 2020 to present – Advisor to Bain & Company (a private global management consulting services firm), 2019 to present. – Group President of Stryker, 2012 to 2019 – U.S. President and Worldwide President of Johnson & Johnson’s DePuy Orthopaedics, 2007 to 2011 Qualifications of Particular Relevance to Merit Mr. Floyd possesses more than 30 years of experience as a leader in the life sciences industry, including serving as president and CEO of several leading medical technology companies. Additionally, the Board believes Mr. Floyd’s nearly 20 years of general management experience would provide the Board with expertise on a broad range of matters, including mergers and acquisitions, global business and operations and product commercialization. THOMAS J. GUNDERSON Director Director Since: May 2017 Committees: Audit; Finance (Chair) Other Public Boards: None Education: B.A. (biology focus), Carleton College; M.S. (cell biology), University of Minnesota; M.B.A., University of St. Thomas Career Highlights – Chair of the Board of Directors of the Minneapolis Heart Institute Foundation, 2015 to present – Executive in Residence at the University of Minnesota’s Medical Industry Leadership Institute, 2016 to present – Member of American Heart Association Science and Technology Accelerator Committee, 2015 to 2017 – Managing Director and senior research analyst at Piper Jaffray (focus on medical technology companies), 1992 to 2016 – Project Director at American Medical Systems (private medical device company acquired by Pfizer in 1983), 1979 to 1992 – Recognized by several industry publications, including the Wall Street Journal, Institutional Investor, First Call, Thomson Reuters, and Medical Device and Diagnostic Industry (e.g., in 1996 and 2000, he was named an All-Star Analyst for medical stocks by the Wall Street Journal and in 2014, Thomson-Reuters named him “Top Stock Picker” in the medical technology sector) Qualifications of Particular Relevance to Merit Mr. Gunderson provides the Board with more than 25 years of substantive experience in the medical device industry, with a seasoned perspective on the challenges, trends and opportunities of publicly-traded medical device manufacturers, as well as a keen understanding of the Company’s competitive position within its industry. Mr. Gunderson also contributes a strong background in financial and economic analysis and valuable insights regarding business development and acquisition opportunities. Mr. Gunderson’s financial background and industry experience have been beneficial in his service as the Chair of our newly-established Finance Committee. JAMES T. HOGAN Director Director Since: June 2020 Committees: Audit; Compensation & Talent Development; Operating Other Public Boards: Prolung, Inc. Education: B.A., University of Minnesota; MBA, University of Minnesota Career Highlights – Member of the Board of Directors of Prolung, Inc., a medical technology company specializing in predictive analytics technology, 2019 to present – Member of the Board of Directors of Xenocor, Inc. (a privately-owned medical device company), 2019 to present – President of Latin America at Medtronic Inc., now Medtronic plc, 2007 to 2016 – Director of Gastroenterology and Urology Division for Western Europe at Medtronic Inc., 2005 to 2007 – Director of Sales and Marketing for Europe, the Middle East and Africa at Pfizer Inc.’s American Medical Systems Division, 1991 to 1993 Qualifications of Particular Relevance to Merit The Board believes Mr. Hogan’s extensive experience in sales, marketing and medical support activities in a large medical device company, combined with his international experience, having lived and worked in England, Switzerland, France, Israel and Holland will benefit the Company. Additionally, the Board believes Mr. Hogan’s background in medical device start-ups, having started three medical device companies in the cardiology, urology and vascular fields, all of which were purchased by larger medical device companies, will provide the Board with knowledge and experience with branding, innovating and dealing with ongoing challenges facing the medical device industry. FRED LAMPROPOULOS Founder, Chairman of the Board, CEO Director Since: July 1987 Committees: Operating Other Public Boards: None Career Highlights – Chair of the Board, CEO and President of the Company since its formation in 1987 – Chair of the Board and President of Utah Medical Products, Inc. (medical device manufacturer), 1983 to 1987 – Filed more than 200 domestic and international patents and applications on medical devices – Serves on several community and advisory boards – Recipient of numerous community and industry awards, including 2003 and 2018 Utah Governor’s Medal for Science and Technology Qualifications of Particular Relevance to Merit The Board believes the Company benefits immensely from Mr. Lampropoulos’ experience as founder, President and Chief Executive Officer. He plays an essential role in communicating the expectations, advice, concerns and encouragement of the Board to our employees. Mr. Lampropoulos has a deep knowledge and understanding of the Company, as well as the industry and markets in which our products compete. Mr. Lampropoulos also performs an essential function as the Chair of the Board, providing decisive leadership and direction to the activities and deliberations of the Board. The Board also believes Mr. Lampropoulos’ leadership, drive and determination are significant factors in our growth and development and continue to be tremendous assets to the Company and its shareholders. LYNNE N. WARD Director Director Since: August 2019 Committees: Audit (Chair); Environmental, Social & Governance; Finance Other Public Boards: None Education: B.S. Accounting, University of Utah Certified Public Accountant Career Highlights – Executive Director, my529 (formerly known as the Utah Educational Savings Plan), offering municipal fund securities, 2004 to 2019. Underlying investments were with Vanguard, Dimensional, PIMCO, Sallie Mae Bank and U.S. Bank. – Member of the University of Utah’s Investment Advisory Committee, 2018 to present – Member of the Board of Directors of the Blue Healthcare Bank, 2007 to 2009 – Member of the Board of Directors of Stampin’ Up!, 2010 to 2016 – Utah Chapter NACD Board of Directors, 2017 to present – Walker Institute at Weber State University board of directors, 2012 to present – Senior leader and advisor to Utah governors Olene S. Walker and Michael O. Leavitt – Senior leader for Utah state government’s central accounting office and State Auditor’s Office Qualifications of Particular Relevance to Merit Ms. Ward demonstrated her diverse skills by creating and leading my529’s rapid growth of $950 million to $14 billion assets under management. The Board believes her high standards, strategic foresight and business development fueled the growth. Her cost management, and investment and marketing innovations of a highly regulated product led to year-over-year Gold ratings from Morningstar. The Board believes Ms. Ward has strong career experiences, including financial oversight capabilities and leadership of a rapidly growing organization. The Board believes her contributions will strengthen the Company’s strategic direction while encouraging operational excellence. COMMITTEES AND MEMBERS Here is a summary of our Board of Director’s committee structure and membership information. To read more about any of the committees, click on the committee names. AUDIT COMMITTEE Lynne N. Ward — Chair Stephen C. Evans Thomas J. Gunderson James T. Hogan COMPENSATION & TALENT DEVELOPMENT COMMITTEE A. Scott Anderson — Chair Lonny J. Carpenter Stephen C. Evans James T. Hogan F. Ann Millner, Ed.D. ENVIRONMENTAL, SOCIAL & GOVERNANCE COMMITTEE F. Ann Millner, Ed.D. – Chair A. Scott Anderson David K. Floyd Lynne N. Ward FINANCE COMMITTEE Thomas J. Gunderson — Chair Jill D. Anderson Lonny J. Carpenter Lynne N. Ward OPERATING COMMITTEE Lonny J. Carpenter – Chair Jill D. Anderson David K. Floyd James T. Hogan Fred Lampropoulos Articles Documents New Products Newsletter Signup Portal Videos Divisions Merit Vascular Merit Oncology Merit Spine Merit Endoscopy Merit OEM Merit Sensor Contact  1600 West Merit Parkway South Jordan UT 84095 USA  +1 801 253 1600  +1 801 253 1652  Contact Merit  Distributors Connect LinkedIn Twitter Facebook Instagram YouTube ©2021 Merit Medical Systems. All rights reserved. Privacy Policy | Terms of Use | Invoice Terms | Product Return Policy | ISO 13485 Certification The content on Merit.com is not intended nor recommended as a substitute for medical advice, diagnosis, or treatment. Always seek the advice of your own physician or other qualified health care professional regarding any medical questions or conditions. The use of this website is governed by the Merit.com Terms of Use. 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