Juan Perez
AMERICAN INTERNATIONAL GROUPAbout Juan Perez
Juan Perez is an independent director at AIG, age 58, appointed to the Board in February 2025; he currently serves as Executive Vice President and Chief Information Officer at Salesforce (since 2022) and previously held senior technology and operations roles at UPS from 1990 to 2022 . He was elected by shareholders at the May 14, 2025 Annual Meeting with 479,008,567 votes for and 14,157,223 against, indicating strong support for his election . AIG’s NCGC and Board affirm he meets independence requirements under NYSE standards, with all non-management directors independent except the Chairman & CEO .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Salesforce.com, Inc. | EVP & Chief Information Officer | 2022–present | Leads data and digital strategies; technology skills cited in AIG’s assessment |
| United Parcel Service, Inc. | Chief Information and Engineering Officer | Apr 2017–Mar 2022 | Oversaw operations and operational planning; performance-enhancing strategies |
| United Parcel Service, Inc. | Chief Information Officer | Mar 2016–Apr 2017 | Technology leadership and transformation |
| United Parcel Service, Inc. | Various leadership positions | 1990–2016 | Long-tenured technology/operations experience |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Wabtec Corporation | Director | Since 2025 | Not disclosed in AIG proxy |
| The Hershey Company | Director | Since 2020 | Not disclosed in AIG proxy |
Board Governance
- Committee assignments: As a new director (Feb 2025), Perez had not yet received committee assignments in the 2025 proxy; all standing committees are comprised entirely of independent directors .
- Independence: AIG’s NCGC and Board determined all nominees other than the Chairman & CEO meet NYSE independence standards and have no material relationships or related-party interests with AIG .
- Attendance: AIG reported 98% average attendance at Board meetings and 98% at committee meetings in 2024 (10 Board meetings; 18 committee meetings); directors are expected to attend the Annual Meeting and those with <75% attendance for two consecutive years will not be re-nominated absent extraordinary circumstances .
- Lead Independent Director: The role has well-defined responsibilities (executive sessions, agenda review, liaison duties) designed to enhance oversight when the Chair is not independent .
- Election outcomes: Perez’s 2025 election vote was “For” 479,008,567; “Against” 14,157,223; “Abstain” 206,824; Broker non-votes 26,812,048 .
Fixed Compensation
AIG compensates independent directors with cash retainers and annual DSU equity grants; no fees for meeting attendance.
| Component | Amount |
|---|---|
| Base Annual Cash Retainer | $125,000 |
| Annual DSU Award (equity) | $185,000 (granted at Annual Meeting; pro-rated if joining between meetings) |
| Lead Independent Director Cash Retainer | $260,000 |
| Committee Chair Retainers (Cash) | Audit: $40,000; Risk: $40,000; CMRC: $30,000; NCGC: $20,000 |
- Directors may elect to receive cash retainers in DSUs; DSUs include dividend equivalents (credited in additional DSUs) and settle one-for-one in AIG shares upon leaving the Board; deferral elections allow five-year ratable payments post-service .
- Matching Grants Program: Two-for-one match on charitable donations up to $10,000 annually per independent director .
- No meeting fees; emphasis on equity to align interests; non-independent directors receive no director compensation .
Performance Compensation
- AIG’s director program is formulaic and does not include performance-based bonuses, PSUs, or options for directors; no performance metrics are disclosed for director compensation .
- Anti-hedging and anti-pledging policy applies to directors: hedging and pledging of AIG securities are prohibited; the company reports none of the directors have pledged AIG securities .
Other Directorships & Interlocks
| Company | Potential Interlock/Relationship | Governance Note |
|---|---|---|
| Wabtec Corporation | External public board | AIG limits outside board service; all nominees meet these guidelines |
| The Hershey Company | External public board | AIG limits outside board service; all nominees meet these guidelines |
- Board service limits: Absent special circumstances, directors may serve on no more than three public company boards (other than AIG); audit committee members face additional limits; directors who are executive officers of another public company generally may serve on only one additional public company board (other than AIG and their employer’s board). AIG confirms all nominees meet these guidelines .
Expertise & Qualifications
- Technology and digital transformation: Expertise in data and digital strategies; experience leveraging performance-enhancing strategies across operations and operational planning .
- Board refreshment: AIG recruited Perez in 2025 to broaden technology skillsets on the Board; average nominee tenure is ~3 years post-refresh .
Equity Ownership
| Holder | Shares Beneficially Owned (Jan 31, 2025) | DSUs Outstanding (Included) | % of Class |
|---|---|---|---|
| Juan Perez | — (0) | 0 DSUs | * (<1%) |
- Shares outstanding as of Jan 31, 2025: 595,491,407 .
- Director Stock Ownership Guidelines: Independent directors must retain shares received from AIG equity awards until their holdings (including DSUs) reach at least five times the base annual retainer; hedging and pledging are prohibited .
- Beneficial owners >5%: Vanguard 12.1%; BlackRock 10.5%; Capital Research Global Investors 7.0% .
Governance Assessment
- Board effectiveness: Perez augments AIG’s technology and digital oversight capacity; independence affirmed; strong shareholder support in 2025 election .
- Committees: No committee assignment yet as of the 2025 proxy; this limits immediate committee-level influence, but AIG’s NCGC oversees assignments and board refreshment; all committees are independent .
- Alignment and incentives: Director pay emphasizes equity via DSUs, with stringent ownership guidelines (5× retainer) and prohibitions on hedging/pledging, supporting long-term alignment .
- Conflicts/related parties: AIG reports no related-person transactions in 2024 and codified review/approval policy for any such transactions; ordinary-course arm’s-length transactions with >5% holders may occur but no other related-person transactions were reported .
- Shareholder signals: 2025 say-on-pay passed with 320,714,041 for vs. 172,358,604 against; shareholders overwhelmingly supported annual say-on-pay frequency (483,709,193 for one year), consistent with robust governance engagement .
- RED FLAGS: None disclosed regarding hedging/pledging, related-party transactions, or attendance; monitor potential time-commitment risk given multiple external boards and an executive role, though AIG states all nominees meet board service limits .