Art Levinson
AppleAbout Art Levinson
Art Levinson (74) is Apple’s independent Chair of the Board and has served as a director since 2000. He is CEO of Calico (since Sept 2013) and previously served as CEO (1995–2009) and Chairman (1999–2014) of Genentech. The Board has determined he is independent under Nasdaq rules, and Apple separates the Chair and CEO roles, with Levinson driving accountability at the Board level .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Genentech, Inc. | Chief Executive Officer | July 1995 – April 2009 | Led a large international public company in biotech and drug development |
| Genentech, Inc. | Chairman | Sept 1999 – Sept 2014 | Oversight and governance leadership |
| Apple Inc. | Director (now Chair) | Director since 2000; Chair currently | Independent Chair; leads annual Board self-evaluation interviews |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Calico | Chief Executive Officer | Sept 2013 – Present | Health, aging, and well-being focus |
| Broad Institute of MIT and Harvard | Board of Directors | Not disclosed | Scientific governance/advisory |
| Memorial Sloan Kettering Cancer Center | Board of Scientific Consultants | Not disclosed | Scientific advisory |
| Other Public Company Boards | — | — | None |
Board Governance
- Committee assignments: People and Compensation Committee member (4 meetings in 2024); Independent Chair of the Board .
- Independence: All directors other than Tim Cook are independent under Nasdaq; Apple separates Chair/CEO roles .
- Attendance: Board met five times in 2024; each director attended ≥75% of Board and assigned committee meetings; all directors attended the 2024 annual meeting .
- Engagement and oversight: Levinson leads one-on-one director interviews for the annual Board/committee self-evaluations as independent Chair . Executive sessions are held at all quarterly Board and committee meetings without management present .
- Risk and governance policies: Prohibitions on short sales, derivatives, hedging, and pledging of Apple securities by directors; robust related-party transaction policy overseen by the Audit Committee .
Fixed Compensation (Director)
| Year | Cash Retainer (Board) | Chair of the Board Cash Retainer | All Other Cash/Fees | Total Cash | Notes |
|---|---|---|---|---|---|
| 2024 | $100,000 (standard for non-employee directors) | +$175,000 (Chair retainer) | — | $275,000 | Paid quarterly |
| Year | Director RSU Grant (#) | Grant Date Fair Value/RSU | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 1,516 | $181.42 per RSU (Feb 28, 2024 grant) | $275,033 | $12,711 (equipment program/matching gifts) | $562,744 |
Additional program features:
- Annual director RSUs vest on Feb 1 of the following year, subject to continued service .
- Dividend equivalents accrue and vest on the same schedule as RSUs .
- Deferred Compensation Plan is available, but no non-employee directors deferred compensation in 2024 .
Performance Compensation
Apple does not use performance-conditioned equity for directors; annual director compensation equity is time-based RSUs.
| Award Type | Grant Date | Units | Grant Date Fair Value | Vesting |
|---|---|---|---|---|
| Annual Director RSU | Feb 28, 2024 | 1,516 | $275,033 total; $181.42 per RSU | Vests Feb 1, 2025; dividend equivalents vest consistent with RSUs |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None |
| Non-profit/academic boards | Broad Institute Board; MSK Board of Scientific Consultants |
| Interlocks/potential conflicts | Apple reports no director had a direct or indirect material interest in relationships during 2024 through the proxy date . Apple’s related-party policy requires Audit Committee review . |
Expertise & Qualifications
- Executive leadership of large international public companies; financial expertise; brand marketing experience .
- Significant expertise in health sector, technology, and innovation .
- Awards include National Medal of Technology and Innovation; Biotechnology Heritage Award; Biotech Hall of Fame .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notable Details |
|---|---|---|---|
| Art Levinson | 4,217,092 | <1% (indicated as “*”) | Includes 56,000 shares held by spouse and 1,516 RSUs scheduled to vest Feb 1, 2025 . |
Ownership alignment and safeguards:
- Director stock ownership guideline: 5x annual cash retainer within 5 years; all non-employee directors except a 2024 new appointee meet the guideline (implying Dr. Levinson meets it) .
- Prohibitions on hedging and pledging by directors; insider trading policy in place .
Governance Assessment
- Board effectiveness: Levinson’s tenure (since 2000) and role as independent Chair support continuity and strong governance; he leads annual Board/committee self-evaluations, enhancing oversight quality .
- Compensation alignment: Director pay is balanced across cash and time-based equity, with a $1.5M annual limit and transparent structure; no performance RSUs for directors (reduces risk of short-termism) .
- Independence and attendance: Board independence standards met; all directors attended ≥75% of meetings; executive sessions each quarter strengthen independent oversight .
- Shareholder support signals: 2025 director election results for Levinson—For: 8,479,896,928; Against: 633,590,301; Abstained: 27,918,279—indicate robust investor support . Advisory Say-on-Pay passed (For: 8,397,138,183; Against: 691,312,529; Abstained: 52,954,796) .
- Potential conflicts/related parties: Apple reports no director had a material interest in relationships in 2024; strict related-party vetting exists; no pledging allowed—a positive alignment signal .
- Succession/retirement policy: Directors generally may not stand for re-election after age 75; at 74, Levinson is near the policy threshold, implying proactive Board succession planning remains relevant (a neutral consideration rather than a red flag) .
RED FLAGS: None evident in disclosures. No attendance issues, no related-party transactions, no pledging permitted, and strong shareholder support for his re-election and Apple’s compensation program .