Georgette Kiser
AFLACAbout Georgette D. Kiser
Georgette D. Kiser is an independent director of Aflac Incorporated, serving since 2019. She is currently a member of the Audit & Risk Committee (designated financial expert) and the Compensation Committee. A former Managing Director and Chief Information Officer at The Carlyle Group (2015–2019), Kiser brings deep IT/cybersecurity and data/operations expertise developed across private equity, T. Rowe Price (1996–2015), and GE Aerospace; age 57 per the latest proxy.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Carlyle Group | Managing Director & Chief Information Officer | Feb 2015–May 2019 | Led global technology/solutions incl. application development, data, digital, infrastructure, cybersecurity, and program management |
| The Carlyle Group | Operating Executive / Advisor | Post-2019 | Advises on deal sourcing, diligence, portfolio company IT strategy; IT/digital diligence |
| T. Rowe Price | Roles incl. VP, Enterprise Solutions & Capabilities | 1996–2015 | Led teams delivering investment/customer systems and advanced data mgmt. |
| General Electric (Aerospace) | Early career | Not disclosed | Technical/engineering experience foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jacobs Engineering Group | Independent Director | Since 2019 | Public company board |
| Adtalem Global Education | Independent Director | Since 2018 | Public company board |
| NCR Voyix (formerly NCR Corp.) | Independent Director | 2020–2024 | Public company board (ended in 2024) |
| Brown Advisory (mutual fund board) | Trustee/Director | Since 2022 | Fund complex board service |
| YearUp.org (NCR) | Trustee | Since 2016 | Non-profit board |
| Boys’ Latin School of Maryland | Trustee | Since 2009 | Non-profit board |
Board Governance
- Independence and roles: Independent director; Audit & Risk (financial expert) and Compensation Committee member. Not disclosed as chair of any committee.
- Tenure: Director since 2019.
- Attendance: In 2021–2023, the Board met four times each year, and all directors attended at least 75% of Board/committee meetings for the periods served; all directors attended the Annual Meetings.
- Director elections: Kiser has consistently received strong support in annual elections (e.g., 2024: For 1,366,287,674; Against 21,116,904; Abstain 1,617,962; 2025: For 1,273,629,079; Against 11,367,772; Abstain 2,404,230).
Fixed Compensation
Program structure (2023):
- Annual cash retainer: $135,000 for non-employee directors; +$15,000 for Audit & Risk Committee members; chairs receive additional premia (A&R Chair $35,000; other chairs $25,000); Lead Independent Director +$50,000. Directors may elect to take cash retainer in restricted stock or options (one director did so in 2023).
Kiser’s disclosed director cash compensation (USD):
| Metric | 2019 | 2022 | 2023 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | 77,083 | 150,833 | 150,000 |
| Meeting/Committee Fees (if itemized) | Not separately itemized | Included in Fees | Included in Fees |
| Total Director Compensation ($) | 207,930 | 315,847 | 315,065 |
Notes: 2019 reflects partial-year service (director since 2019).
Performance Compensation
- Equity type and cadence: Annual time-based restricted stock grants (typical grant value ~$165,000), vesting at the next annual meeting; directors may also elect options in lieu of cash, though no option awards were recorded for Kiser in 2022–2023.
- No disclosed performance metrics for director equity (time-based only; PBRS/PSUs not used for director pay).
Kiser’s disclosed equity grants (ASC 718 fair value):
| Metric | 2019 | 2022 | 2023 |
|---|---|---|---|
| Stock Awards ($) | 130,847 | 165,014 | 165,065 |
| Option Awards ($) | — | — | — |
| Vesting | Annual meeting following grant | Annual meeting following grant | Annual meeting following grant |
Other Directorships & Interlocks
- Public boards: Jacobs Engineering (since 2019), Adtalem Global Education (since 2018), NCR Voyix/NCR (2020–2024).
- Fund board: Brown Advisory mutual fund board (since 2022).
- Nonprofits: YearUp.org (since 2016), Boys’ Latin (since 2009).
- Interlocks/conflicts: The proxy discloses a related-person transaction review policy under the Audit & Risk Committee; no specific related-person transactions involving Kiser are disclosed.
Expertise & Qualifications
- Core skills: Enterprise IT strategy, data/analytics, cybersecurity, large-scale program management, and financial services technology.
- Financial expertise: Designated financial expert on the Audit & Risk Committee.
- Industry background: Financial services/asset management (Carlyle, T. Rowe Price) and aerospace (GE).
Equity Ownership
Stock ownership guidelines and restrictions:
- Non-employee directors must hold equity equal to 5x the annual cash retainer (raised from 4x in Feb 2024). Hedging and pledging by directors are prohibited.
Kiser’s beneficial ownership over time (includes time-based restricted shares that count toward guidelines):
| As-of Date | Shares Beneficially Owned | Notes |
|---|---|---|
| Feb 25, 2020 | 2,631 | Includes 2,631 restricted shares; counts toward guideline |
| Feb 23, 2021 | 7,077 | Includes 4,430 restricted shares; counts toward guideline |
| Feb 22, 2022 | 10,050 | Includes 2,893 restricted shares; counts toward guideline |
| Feb 21, 2023 | 12,973 | Includes 2,903 restricted shares; counts toward guideline |
| Feb 27, 2024 | 15,377; no pledges | Includes 2,386 restricted shares; no director has any pledged shares |
| Feb 25, 2025 | 17,549; no pledges | Includes 2,156 restricted shares; no director has any pledged shares |
Compliance status: Each current non-employee director either exceeds or is progressing toward the guideline within the prescribed timeframe.
Governance Assessment
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Strengths for investor confidence
- Financial expert on Audit & Risk and member of Compensation Committee with strong IT/cybersecurity and data governance background—valuable for oversight of risk, controls, and technology transformation.
- Independent director with solid attendance record per company-wide disclosure; attended Annual Meetings.
- Aligned incentives and robust safeguards: equity grants every year, guideline raised to 5x retainer in 2024; explicit prohibitions on hedging/pledging; no pledged shares for directors.
- No related-party transactions disclosed involving Kiser; related-person transactions are reviewed under a formal A&R policy.
- Consistent shareholder support in elections; say-on-pay has received strong approval (e.g., 2024: For 1,334,880,494; Against 49,689,770; Abstain 4,452,276).
-
Watch items
- Multiple public board seats (Jacobs, Adtalem; previously NCR through 2024) may raise time-commitment considerations, though no attendance concerns are disclosed.
- Director equity is time-based (no performance metrics), which is standard practice for directors but offers limited performance linkage relative to executives.
Bottom line: Kiser enhances board effectiveness through financial expertise and deep technology/cybersecurity credentials on a risk-sensitive insurer’s board, with clean conflict posture, strong shareholder alignment policies, and consistent election support.