Wilbert Tauzin
About Wilbert J. Tauzin II
Wilbert J. Tauzin II (age 82) has served on ALBT’s Board since November 1, 2017. He is a former U.S. Representative (12.5 terms for Louisiana’s 3rd District), chaired the House Energy & Commerce Committee (Jan 2001–Feb 2004), led PhRMA as President & CEO (Dec 2004–Jun 2010), and served as Special Legislative Counsel at Alston & Bird (Dec 2010–Mar 1, 2014). He holds a BA from Nicholls State University and a JD from Louisiana State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. House of Representatives | Member (LA-3rd) | 12.5 terms | Deputy Majority Whip; Senior Member, Resources Committee; Chair, Energy & Commerce (Jan 2001–Feb 2004) |
| PhRMA | President & CEO | Dec 2004–Jun 2010 | Led major industry lobbying efforts |
| Alston & Bird LLP | Special Legislative Counsel | Dec 2010–Mar 1, 2014 | Legislative advisory |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| LHC Group (public until 2021) | Lead Independent Director; Lead Independent Emeritus | Lead Independent Director 2005–2021; Emeritus current | Home health care provider; governance leadership |
| Entergy (Fortune 500) | Director | Prior service (dates not disclosed) | Large regulated utility; board experience |
| Louisiana State Savings & Loan Association | Founder/Chair of first board | Prior | Financial services experience |
Board Governance
- Independence: ALBT’s Board determined four directors are independent (Sanders, Felix, Stilley, Troy); Tauzin is not listed among independent directors under Nasdaq and SEC rules .
- Committees: Audit (Stilley, Sanders, Troy; Chair Stilley), Compensation (Felix, Sanders, Troy; Chair Felix), Nominating (Sanders, Stilley, Troy; Chair Sanders). Tauzin is not a member of any standing committee .
- Attendance: Board met 5 times in 2024; each director attended at least 75% of Board and relevant committee meetings .
- Code of Conduct / Anti-Hedging: Directors are subject to ALBT’s Code and insider trading policy prohibiting hedging/monetization (e.g., collars, forwards) .
- Clawback: Equity awards under the Amended and Restated 2020 Plan are subject to ALBT’s clawback policy adopted Nov 16, 2023 .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Cash fees ($) | $0 | $25,000 |
| Option awards ($) | $38,052 | $4,697 (1,333 options vested) |
| Total ($) | $38,052 | $29,697 |
Notes:
- 2024 footnote: 1,333 options vested, valued at $4,697 .
- Peer comparison (context): Other non-employee directors in 2024 received $60,000–$100,000 cash plus option values of ~$2,697; Tauzin’s cash retainer notably lower at $25,000 .
Performance Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Director performance metrics tied to equity/cash | Not disclosed (director comp comprised cash and vested options; no performance targets cited) | Not disclosed (director comp comprised cash and vested options; no performance targets cited) |
| Plan-level performance award availability | Plan permits performance-based awards generally; no director-specific metrics disclosed | Plan permits performance-based awards generally; no director-specific metrics disclosed |
| Clawback applicability | Clawback policy applies to awards under Amended & Restated 2020 Plan | Clawback policy applies to awards under Amended & Restated 2020 Plan |
Other Directorships & Interlocks
| Company | Relationship to ALBT | Potential Interlock/Conflict Considerations |
|---|---|---|
| LHC Group | No disclosed transactions with ALBT | Governance experience; no interlock noted with ALBT customers/suppliers |
| Entergy | No disclosed transactions with ALBT | Prior utility board; no interlock noted with ALBT |
Expertise & Qualifications
- Healthcare policy and regulatory leadership (Chair, House Energy & Commerce; Deputy Majority Whip) .
- Industry advocacy (PhRMA CEO) .
- Legal and legislative advisory experience (Alston & Bird) .
- Education: BA (Nicholls State University), JD (Louisiana State University) .
Equity Ownership
| Category | Shares/Options | % of Outstanding |
|---|---|---|
| Common shares owned directly | 1,037 | <1.0% |
| Options exercisable within 60 days | 4,266 | <1.0% |
| Total beneficial ownership | 5,303 | <1.0% |
Additional notes:
- Section 16(a) compliance: ALBT reports all directors timely filed for FY2024 .
- No disclosure of pledging or hedging of ALBT stock; hedging prohibited by policy .
Governance Assessment
- Independence and conflicts: Tauzin is not classified as an independent director under Nasdaq rules; additionally, ALBT discloses consulting services by Tauzin and his son totaling $63,644 (2024) and $86,528 (2023), with accrued unpaid amounts ($15,000 at Dec 31, 2024/2023; $2,733 at Jun 30, 2025). This is a related-party transaction and a governance red flag for potential conflicts and board independence .
- Committee participation: He holds no committee seats (Audit, Compensation, Nominating), limiting direct oversight roles; this may weaken board effectiveness signals tied to him personally .
- Attendance: Meets minimum attendance (≥75%); Board held 5 meetings in 2024, suggesting baseline engagement .
- Pay structure: 2024 cash retainer of $25,000 is markedly below peers ($60,000–$100,000), with small option value ($4,697). The low cash fee may indicate reduced engagement/role scope vs peers, but also lowers cash outlay; no performance-based director pay is disclosed .
- Alignment mechanisms: Equity ownership is small (<1%); options are exercisable but no ownership guidelines disclosed for directors. Anti-hedging and clawback policies are positive structural safeguards .
RED FLAGS
- Related-party consulting by Tauzin and family members creates actual and perceived conflict risk (repeat transactions in 2023–2024 with continuing accruals) .
- Not independent per Board determination and lacks committee roles central to oversight (Audit/Comp/Nominating), reducing direct governance impact .