Dale Wolf
About Dale Wolf
Dale Wolf (age 71) is the independent Chairman of AdaptHealth’s Board and a member of the Audit Committee. He has served on AdaptHealth’s board since the closing of the Business Combination. Wolf is a Fellow of the Society of Actuaries and previously served as CEO of Coventry Health Care; he holds a B.A. in Mathematics (Eastern Nazarene College) and completed the MIT Sloan Senior Executive Program .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Molina Healthcare, Inc. | Director; Chairman of the Board | Director since 2013; Chairman since 2017 | Board leadership as Chairman |
| eHealth, Inc. | Director | Since 2019 | Board service |
| OneCall Care Management, Inc. | President & CEO; Executive Chairman | CEO Jan 2016–Feb 2019; Exec Chair Sep 2015–Jan 2016 | Led operations and oversight |
| DBW Healthcare, Inc. | President & CEO | Jan 2014–Jun 2018 | Executive leadership |
| Correctional Healthcare Companies, Inc. | Executive Chairman; Director | Exec Chair Dec 2012–Jul 2014; Director 2012–2014 | Oversight of healthcare services provider |
| Coventry Health Care, Inc. | CEO; previously EVP, CFO & Treasurer | CEO 2005–2009; EVP/CFO/Treasurer 1996–2005 | Led public health insurer; prior finance leadership |
| Catalyst Health Solutions, Inc. | Director | 2003–2012 | Board service |
External Roles
| Company | Role | Committee Positions (if disclosed) |
|---|---|---|
| Molina Healthcare, Inc. | Chairman of the Board | Not disclosed in AHCO proxy |
| eHealth, Inc. | Director | Not disclosed in AHCO proxy |
Board Governance
| Attribute | Details |
|---|---|
| Board role | Chairman of the Board (independent) |
| Independence | Board determined Wolf is independent under Nasdaq rules |
| Committees | Audit Committee member (Audit Chair is Terence Connors) |
| Attendance | Board met 9 times in 2024; no incumbent director attended fewer than 75% of board and applicable committee meetings |
| Board classification | Board is being declassified; all directors to stand annually by 2026 |
| Lead independent director policy | May be appointed if Chair is not independent; not required since Wolf is independent |
| Risk oversight | Audit Committee (incl. Wolf) oversees financial, compliance, and cybersecurity risk processes |
| Governance reforms context | Declassification by 2026, proxy access, resignation policy (from 2024 settlement) |
Fixed Compensation (Non-Employee Director; FY2024)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non-employee director retainer |
| Committee member fees (cash) | $40,000 | Aggregate additional cash for service on committees |
| Total cash fees (disclosed) | $140,000 | Sum of cash components |
| Chairman additional retainer | $100,000 (form: cash or stock) | Policy level; Wolf also received additional Chairman equity shares (see below) |
Performance Compensation (Equity; FY2024)
| Grant | Shares/Value | Grant Date | Vesting | Notes |
|---|---|---|---|---|
| Annual director RS (standard) | 15,629 RS; included in $255,026 stock award total | Jun 24, 2024 | 100% at 2025 annual meeting | Standard annual equity for non-employee directors |
| Chairman additional RS | 9,472 RS; included in $255,026 stock award total | Jun 24, 2024 | 100% at 2025 annual meeting | Additional grant for Chairman role |
| Total stock awards (fair value) | $255,026 | FY2024 | See above | Total equity value disclosed in director comp table |
Director equity is time-based (no performance metrics). Company policy sets annual director equity at $165,000 with additional retainers for Chair and committee roles (form elected by director) .
Other Directorships & Interlocks
| Relationship | Detail |
|---|---|
| BlueMountain board designee history | Wolf was the BlueMountain designee pursuant to the Board Designee Rights Letter; AHCO still deems him independent |
| Potential ecosystem overlap | Wolf chairs Molina Healthcare (payer); AHCO provides home medical equipment—no related-party transactions with Wolf disclosed |
Expertise & Qualifications
- Financial and actuarial expertise; Fellow of the Society of Actuaries since 1979 .
- Public company CEO experience (Coventry Health Care) and extensive healthcare services leadership .
- Board leadership experience (Chairman at Molina; Chairman at AHCO) .
- Education: B.A. Mathematics, Eastern Nazarene College; MIT Sloan Senior Executive Program .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % Outstanding | Notes |
|---|---|---|---|
| Dale Wolf | 88,889 | <1% | As of Apr 24, 2025 |
| Pledging/Hedging | Prohibited by company Insider Trading Policy | — | Policy prohibits pledging/hedging for directors and officers |
Governance Assessment
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Strengths
- Independent Chairman with deep healthcare and actuarial/financial background; member of Audit Committee enhances oversight credibility .
- Strong director engagement; no attendance shortfalls in 2024 .
- Clear director pay structure with mix of cash and time-based equity; additional role-based retainers are transparent .
- Company-wide governance enhancements (declassification by 2026, proxy access, resignation policy) improve shareholder alignment .
- Insider trading policy bans pledging/hedging, supporting alignment .
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Watch items
- Board seat originated via BlueMountain designee rights; while independence is affirmed, investors may monitor for any influence or alignment issues; none disclosed .
- External Chair role at Molina and directorship at eHealth create potential ecosystem intersections; no related-party transactions with AHCO disclosed, but monitor for future conflicts .
- Director equity vests at the next annual meeting (time-based), which is standard but not performance-linked; consider broader use of holding requirements for long-term alignment (company has such requirements for executives; director-specific guidelines not disclosed) .
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Compensation and shareholder sentiment context
- Say-on-Pay (executive) support of 96.8% in 2024 indicates favorable investor sentiment toward compensation governance under the board’s oversight .