Alex Gorsky

About Alex Gorsky

Alex Gorsky (age 64) is an independent director of Apple, serving since 2021. He is the retired Chief Executive Officer and Executive Chairman of Johnson & Johnson; he served as Executive Chairman from January 2022 to January 2023, CEO from April 2012, and Chair of the Board from December 2012. He previously led Novartis Pharmaceuticals Corporation’s North America pharmaceutical business (2004–2008), and returned to Johnson & Johnson in 2008. He is co-founder of Freepoint Capital Group, a General Partner at ICONIQ Capital, and currently serves on the boards of IBM and JPMorgan Chase & Co. He is a member of Apple’s People and Compensation Committee and Nominating and Corporate Governance Committee .

Past Roles

External Roles

Board Governance

• Independence: The Board determined all members other than Mr. Cook are independent under Nasdaq rules; committee members meet SEC/Nasdaq independence standards, including Rule 10A‑3 for Audit Committee .
• Committee assignments: People and Compensation Committee (member); Nominating and Corporate Governance Committee (member). Committee chairs are Andrea Jung (People & Compensation) and Sue Wagner (Nominating) .
• Meetings and attendance: Board met five times in 2024; each director attended ≥75% of Board and applicable committee meetings. All directors attended the 2024 Annual Meeting .
• Executive sessions: All quarterly Board and committee meetings include executive sessions without management present .
• Time commitment policy: The Nominating Committee annually reviews each director’s various time commitments .

Fixed Compensation

Notes:

• “All Other Compensation” reflects the value of products received under the Board’s equipment program; matching gifts and retirement gifts are disclosed for other directors where applicable .
• Cash fees for directors vary, reflecting committee chair roles and Board chair service among peers (e.g., higher amounts for committee chairs and the Board chair) .

Performance Compensation

Apple grants annual time-based RSUs to non-employee directors; Apple does not currently grant stock options to employees. Equity awards are generally on the first day of the fiscal year, and the People and Compensation Committee did not time awards based on material nonpublic information in 2024 .

No performance-based equity (e.g., PSUs) or cash incentive metrics apply to director compensation; director equity is time-based .

Other Directorships & Interlocks

Related Party Policy: Audit Committee reviews and approves covered transactions; standing pre-approvals exist for certain categories; the Chair may pre-approve under delegated authority; Apple disclosed no director-related material interests for 2024 through the proxy date .

Expertise & Qualifications

• Executive leadership, brand marketing, and extensive experience in health and technology sectors through service as chairman and CEO of a large international public company .
• Skills matrix highlights Board coverage across leadership, governance, risk management, financial, global operations, innovation/technology, marketing/brand, privacy/security, public policy, and environment/climate; Apple describes how these skills support oversight of emerging technologies like AI and privacy/security .

Equity Ownership

Notes:

• Beneficial ownership includes RSUs that will vest within 60 days after the table date; RSUs vesting later are excluded .
• Ownership guidelines: Non-employee directors must, within five years of joining the Board, own Apple stock equal to five times the annual cash retainer. Other than Dr. Austin (joined in 2024), each non-employee director currently meets this guideline .
• Hedging and pledging: Apple prohibits hedging and pledging of Apple securities by directors and executive officers, strengthening alignment .

Governance Assessment

• Board effectiveness: Gorsky’s dual committee membership (People & Compensation; Nominating) positions him in core oversight of executive pay design, talent strategy, board refreshment, and ESG governance—areas directly impacting investor confidence . Apple conducts annual Board and committee self-evaluations led by the independent Chair, with one‑on‑one director interviews, which supports continuous governance improvement .
• Independence and attendance: He is independent under Nasdaq rules, and the Board reported robust attendance (≥75% for each director) across five Board meetings in 2024; committees met regularly (4 meetings for each of his committees) .
• Compensation alignment: 2024 pay mix is balanced—$100,000 cash and $275,033 equity (time-based RSUs), plus modest equipment program benefits ($4,984). Apple’s prohibition on hedging/pledging and director ownership guideline (≥5x retainer, met by all except a 2024 joiner) strengthens long-term alignment .
• Conflicts and related-party exposure: Despite external board roles at IBM and JPMorgan and investment affiliations, Apple states it does not believe any director had a direct or indirect material interest in any relationships during 2024 through the proxy date. Apple’s Related Party Policy mandates Audit Committee review of covered transactions and includes pre-approval frameworks, mitigating conflict risk .
• RED FLAGS: None disclosed for Gorsky regarding related-party transactions, hedging/pledging, low attendance, or option repricing. Apple emphasizes risk-balancing features (e.g., clawbacks for executive incentives, stock ownership requirements) and committee oversight of AI, privacy, compliance, and people/culture, which are relevant to governance quality .