Monica Lozano
AppleAbout Monica Lozano
Monica Lozano, 68, is an independent director of Apple Inc. and has served on Apple’s Board since 2021; she is a member of the Audit and Finance Committee. Her background includes executive leadership and deep experience in operations, strategic planning, media, and marketing, including service as a board chair and CEO, and she brings a global business perspective from other boards . She is the retired President and CEO of the College Futures Foundation and previously led ImpreMedia and La Opinión; she also serves on the Weingart Foundation Board and is a Member of the American Academy of Arts and Sciences .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| College Futures Foundation | President & CEO | Dec 2017 – Aug 2022 | Led mission to increase college graduation rates for low-income California students |
| The Aspen Institute Latinos and Society Program | Co-founder; Chair, Advisory Board | Jan 2015 – Oct 2019 | Guided program strategy and advisory oversight |
| U.S. Hispanic Media, Inc. (parent of ImpreMedia) | Chair, Board of Directors | Jun 2014 – Jan 2016 | Oversaw parent company governance |
| ImpreMedia | Chair | Jul 2012 – Jan 2016 | Strategic leadership of national Hispanic media company |
| ImpreMedia | Chief Executive Officer | May 2010 – May 2014 | Led operations, marketing, and strategic planning |
| La Opinión | Publisher | 2004 – May 2014 | Directed publication operations and market strategy |
| La Opinión | Chief Executive Officer | 2004 – Jul 2012 | Executive leadership of flagship media property |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bank of America Corporation | Director | Current | Public company board service |
| Target Corporation | Director | Current | Public company board service |
| Weingart Foundation | Director (Board member) | Current | Private grantmaking foundation advancing justice |
Board Governance
- Committee assignments: Member, Audit and Finance Committee; the Committee met nine times in 2024 and oversees financial reporting, internal controls, compliance, treasury/finance, enterprise risk management, privacy and data security, and auditor oversight .
- Independence: Apple’s Board determined all directors other than the CEO are independent under Nasdaq rules; Audit Committee members meet SEC/Nasdaq committee independence standards and Rule 10A‑3 criteria .
- Audit committee financial expertise: The Board has determined each Audit and Finance Committee member qualifies as an “audit committee financial expert” under SEC rules .
- Attendance: The Board met five times in 2024; each director attended or participated in at least 75% of Board and applicable committee meetings, and all directors attended the 2024 Annual Meeting .
- Engagement and effectiveness: Annual Board and committee self‑evaluations led by the independent Chair include one‑on‑one interviews and peer reviews; quarterly Board and committee meetings include executive sessions without management .
- Time commitments: The Nominating Committee annually reviews each director’s outside commitments; in 2024 it concluded no director had time commitments preventing proper discharge of duties .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non‑employee director cash retainer |
| RSU grant (Annual Director Award) | $275,033 | 1,516 RSUs; grant-date fair value per RSU $181.42; vests Feb 1 following grant, subject to continued service |
| All other compensation | $6,092 | Product value under Board equipment program; matching gifts not attributed to Lozano in 2024 footnote |
| Total | $381,125 | Sum of cash, stock award fair value, and other compensation |
- Director compensation program comprises cash retainers and equity (time‑based RSUs) with an annual plan cap of $1.5 million; compensation is reviewed annually using market data from independent consultant Pay Governance .
- RSU awards accrue dividend equivalents subject to the same vesting/payment terms as underlying RSUs .
- Deferred compensation: Non‑employee directors may elect to defer eligible compensation under Apple’s Deferred Compensation Plan; no non‑employee director deferred compensation in 2024 .
Performance Compensation
| Component | Performance Linkage | Terms |
|---|---|---|
| Cash retainer | None | Fixed annual cash retainer; no meeting fees disclosed |
| RSUs (time‑based) | None (time‑based vesting) | Annual Director Awards vest on Feb 1 following grant; no performance metrics disclosed for director equity |
Apple’s director pay structure emphasizes time‑based RSUs and fixed cash retainers, with no disclosed performance metrics, options, or bonus plans for directors .
Other Directorships & Interlocks
- Current public company boards: Bank of America Corporation; Target Corporation .
- Related‑party transactions oversight: Apple’s written policy requires Audit Committee review/approval of transactions over $120,000 involving directors or related persons; Apple reported no director had a direct or indirect material interest in any commercial or charitable relationships during 2024 and through the proxy date .
- Time‑commitment review: Nominating Committee determined no director’s outside commitments impaired duties in 2024 .
Expertise & Qualifications
- Executive leadership; operations and strategic planning; media and marketing; global business perspective from other boards .
- Audit committee financial oversight experience per committee responsibilities and Board determination of financial expertise for audit committee members .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Outstanding | RSUs Scheduled to Vest within 60 days of Table Date |
|---|---|---|---|
| Monica Lozano | 8,607 | <1% (denoted “*” in proxy) | 1,516 RSUs scheduled to vest Feb 1, 2025 |
- Stock ownership guidelines: Within five years of joining the Board, each non‑employee director is expected to own shares equal to five times the annual cash retainer; other than Dr. Austin (joined 2024), each non‑employee director currently meets this guideline (implying Lozano is in compliance) .
- Hedging/pledging: Apple prohibits short sales, derivatives, hedging, and pledging of Apple securities by directors and executive officers .
Governance Assessment
- Strengths: Independent director; Audit and Finance Committee member with Board‑determined financial expertise; attendance met Apple’s threshold and Annual Meeting participation; compensation mix balanced with majority in equity (cash $100,000 vs equity $275,033); compliant with director stock ownership guidelines; strong related‑party policy and no disclosed director material interests; robust executive‑session practice and annual self‑evaluations .
- Potential risk monitoring: External board roles (Bank of America, Target) create proximity to major financial/retail ecosystems, but Apple’s independence determinations and related‑party review framework mitigate conflict risk; Nominating Committee’s time‑commitment review found no issues in 2024 .
- RED FLAGS: None disclosed—no pledging/hedging permitted; no director‑related material transactions; attendance threshold achieved; no performance‑pay anomalies for directors .