Elder Granger
CignaAbout Elder Granger
Retired U.S. Army Major General Elder Granger, M.D., age 71, has served as an independent director of The Cigna Group since 2018 and is President and CEO of THE 5Ps, LLC (since August 2009). He previously served 35+ years in the U.S. Army, including Deputy Director and Program Executive Officer of TRICARE Management Activity (Dec 2005–Jun 2009), and holds an MD (University of Arkansas) and BS (Arkansas State). Granger is NACD Certified, has a Certificate in Cybersecurity Oversight (Carnegie Mellon), and is certified in Healthcare Compliance; the Board has affirmatively determined he is independent.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| THE 5Ps, LLC | President & CEO | Since Aug 2009 | Health care, education, leadership consulting; board-certified health care leader and compliance credentials support governance rigor |
| TRICARE Management Activity (DoD) | Deputy Director & Program Executive Officer | Dec 2005–Jun 2009 | Oversight of global health program for uniformed service members; policy, budgeting, execution experience |
| U.S. Army | Major General | >35 years; retired Jun 2009 | Leadership and policy experience applicable to compliance oversight |
| Express Scripts Holding Company | Director (prior to Cigna acquisition) | Not disclosed | Legacy ESHC stock options converted at merger; all ESHC options vested at closing |
| Cerner Corporation | Director (past) | Not disclosed | Past public company board service |
| Better Therapeutics, Inc. | Director (past) | Not disclosed | Past public company board service |
External Roles
| Company | Role | Committees |
|---|---|---|
| DLH Holdings Corporation | Director | Chair, Cybersecurity, Technology, and Biomedical Research Committee; Member, Management Resources and Compensation Committee |
Board Governance
| Item | Detail |
|---|---|
| Committee Assignments | Compliance Committee (Chair); Corporate Governance Committee (Member); Executive Committee (Member) |
| Committee Meetings (2024) | Compliance: 5 meetings; Corporate Governance: 6 meetings; Executive Committee: did not meet in 2024 |
| Independence | Board determined Granger is independent; all committee members (Audit, Compliance, Corporate Governance, Finance, People Resources) are independent |
| Attendance & Engagement (2024) | Board held 7 meetings; committees held 34; overall Board/committee attendance 96%; all directors attended >75% and attended the 2024 Annual Meeting |
| Years of Service | Director since 2018 |
Fixed Compensation
| Component | FY 2024 | FY 2025 (Program Change) |
|---|---|---|
| Board Cash Retainer | $120,000 | $120,000 (no change) |
| Committee Chair Retainer | $25,000 (Compliance Chair) | $25,000 |
| Lead Independent Director Retainer | Not applicable | Increased from $50,000 to $75,000 (program change; applies to LID) |
| Committee Membership Fees | None | None |
| Meeting Fees | None disclosed | None disclosed |
| Total Cash Fees (Individual – 2024) | $145,000 (Board + Chair) | — |
Notes:
- No retainer for committee membership or service on Executive Committee. The Corporate Governance Committee reviews director compensation annually and uses an independent consultant (Pay Governance) for benchmarking.
Performance Compensation
| Award Type | Grant Timing | FY 2024 Fair Value | Vesting/Terms | Deferral |
|---|---|---|---|---|
| Common Stock (Board Retainer) | Awarded annually on the date of the annual meeting; covers service from Apr 2024 to next annual meeting in Apr 2025 | $190,000 (ASC 718 grant-date fair value) | Shares granted as Board retainer; number of shares based on closing price; fractional shares paid in cash next quarter | Directors may elect to defer stock and/or cash under the Deferral Plan; deferred stock credited as hypothetical common shares, deferred cash credited to selected funds |
Performance Metrics Table (Directors):
| Metric | Definition | Weight | Disclosure |
|---|---|---|---|
| None | Director compensation consists of fixed cash retainers and equity (common stock) retainer; no performance metrics disclosed for directors | N/A | Program overview and Director Compensation Table indicate retainer-based pay without performance goals |
Other Directorships & Interlocks
| Organization | Relationship to CI | Potential Interlock/Conflict Assessment |
|---|---|---|
| DLH Holdings Corporation | External directorship; health services adjacency | No CI-related transactions disclosed; Granger’s cybersecurity and compliance expertise is complementary, not a stated conflict |
| Express Scripts Holding Company (past) | Pre-merger CI acquisition; legacy options converted | Options fully vested at CI’s acquisition closing; standard conversion; no related-party transaction flagged |
| Cerner Corporation (past); Better Therapeutics, Inc. (past) | External past boards | No CI-related transactions disclosed; Board oversees related person transactions; no items for Granger disclosed |
Expertise & Qualifications
- Board-certified leader (AAPL, ACHE, ABMQ, ABIM); NACD Certified Director and NACD Directorship 100 recognition (2022). Cybersecurity Oversight certificate; Healthcare Compliance certification; Certified Compliance Officer. Health policy, planning, budgeting, and execution experience via TRICARE; 35-year Army leadership and policy background.
Equity Ownership
| Metric | As of 12/31/2024 | Notes |
|---|---|---|
| Common Stock (#) | 539 | 2024 director ownership table valuation uses $276.14/share |
| Deferred Common Stock (#) | 4,932 | Counts toward ownership guidelines for post–Feb 2014 appointees |
| Hypothetical Shares of Common Stock (#) | 0 | Not beneficially owned under SEC rules |
| Vested Stock Options (#) | 2,376 (legacy ESHC options) | Vested at ESHC merger closing; exercisable |
| Total Ownership (#) | 7,847 | Includes deferred and options per table |
| Total Ownership Value ($) | $1,806,956 (at $276.14/share) | Table valuation basis disclosed |
| Pledged Shares | None (for all reported shares) | Board disclosure |
| Stock Ownership Guidelines | ≥5× cash retainer ($600,000) | All directors compliant or within accumulation period as of 12/31/2024 |
Beneficial Ownership (SEC definition) as of 01/31/2025:
| Metric | Amount | % of Class |
|---|---|---|
| Beneficial Ownership (#) | 2,915 (includes options exercisable within 60 days) | Less than 1% |
Insider Trades (Section 16)
| Date | Code | Shares | Price | Security | Post-Transaction Holding | Notes |
|---|---|---|---|---|---|---|
| 03/14/2025 | M (exercise) | 2,376 | $151.4786 | Employee Stock Option (granted 05/04/2016; exp. 05/04/2026) | 7,847 (after exercise) | Options vested at ESHC merger closing; exercised under Rule 10b5-1 plan adopted 12/11/2024 |
| 03/14/2025 | S (sale) | 2,376 | $310.35 | Common Stock | 5,471 (after sale) | Same 10b5-1 plan; attorney-in-fact signature dated 03/17/2025 |
Governance Assessment
- Board effectiveness: Granger chairs the Compliance Committee overseeing health care regulatory compliance, ethics, and data privacy; the committee met five times in 2024, indicating active oversight in a highly regulated business. He also serves on Corporate Governance, which oversees board structure, evaluations, ESG policies, and related person transactions.
- Independence and attendance: Board affirmed his independence; overall attendance was 96% with all directors >75%, and he attended the Annual Meeting—strong engagement.
- Alignment and incentives: Director pay is retainer-based with majority equity; Granger’s cash fees of $145,000 and stock retainer of $190,000 in 2024 align with policy; robust stock ownership guidelines (≥$600,000) and disclosure indicate compliance, with no shares pledged—positive alignment signals.
- Conflicts and red flags: No related-person transactions disclosed for Granger; legacy ESHC options are standard conversion; no hedging/pledging disclosures for directors beyond “none pledged.” The Executive Committee did not meet in 2024, minimizing outsized committee authority concerns.
RED FLAGS: None disclosed specific to Granger (no related-party transactions; no pledging; compensation retainer structure without discretionary anomalies).