Philip Ozuah
CignaAbout Philip O. Ozuah
Philip O. Ozuah, M.D., Ph.D., age 62, has served as an independent director of The Cigna Group (ticker: CI) since 2023. He is President and CEO of Montefiore Einstein and brings three decades of healthcare leadership, academic medicine, and value‑based care experience; his education includes a Ph.D. from the University of Nebraska–Lincoln, an M.D. from the University of Ibadan, and an M.S. from the University of Southern California . The Board affirmed his independence under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Montefiore Einstein | President & CEO | 2019–present | Led integrated academic health system (13 hospitals, 300 ambulatory sites), expanded access for underserved communities, advanced value‑based care; ~7.5M patient encounters/year . |
| Montefiore Health System | President | 2018–2019 | System leadership prior to CEO appointment . |
| Montefiore Health System | EVP & COO | 2012–2018 | Integrated care across growing system; improved financial and operational performance . |
| Albert Einstein College of Medicine | Professor; University Chair of Pediatrics | — | NIH‑funded researcher; award‑winning educator . |
| Children’s Hospital at Montefiore (CHAM) | Physician‑in‑Chief | — | Clinical leadership . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Organon & Co. | Director | Current | Portfolio Development Committee (Chair); Talent Committee member . |
| New York City Police Foundation | Chairman | Current | Civic leadership . |
| New York Botanical Garden | Trustee | Current | Community governance . |
Board Governance
- Committee assignments: Compliance Committee member and People Resources Committee member (both fully independent committees) .
- Committee workloads: Compliance met 5 times in 2024; People Resources met 6 times in 2024 .
- Independence and attendance: Board determined Dr. Ozuah is independent; overall Board/committee attendance was 96% with each director above 75%; all directors attended the 2024 Annual Meeting .
- Years of service: Director since 2023 .
Fixed Compensation
- Director compensation structure (non‑employee directors): Cash board retainer $120,000; equity stock retainer $190,000 for 2024; committee chair retainer $25,000; Lead Independent Director retainer increased from $50,000 to $75,000 effective Q3 2025; stock retainer increased to $215,000 for 2025 .
- Deferral and benefits: Directors may defer cash/stock; standard life insurance and business travel accident coverage; financial planning up to $6,500; matching gifts available (not utilized by Dr. Ozuah in 2024) .
| 2024 Director Compensation for Dr. Ozuah ($) | Amount |
|---|---|
| Fees Earned or Paid in Cash | 120,000 |
| Stock Awards | 190,000 |
| All Other Compensation | 283 |
| Total | 310,283 |
Equity share of 2024 compensation ≈61%, based on $190k equity / ($190k equity + $120k cash) .
Performance Compensation
| Performance-linked elements for non-employee directors | Disclosure |
|---|---|
| Annual/long-term performance metrics tied to director pay | Not applicable; director program is cash and stock retainers without performance metrics . |
Other Directorships & Interlocks
| Company | Committee Roles | Potential Interlocks |
|---|---|---|
| Organon & Co. | Portfolio Development (Chair); Talent Committee | The Board recognizes ordinary‑course commercial relationships may exist with organizations where directors serve; independence affirmed under NYSE standards and Board policy . |
- Related-party transactions: None disclosed for Dr. Ozuah; Board reported no related‑person transactions requiring disclosure other than an employment relationship involving a family member of the Lead Independent Director (which Board deemed non‑conflicting) .
- Compensation committee interlocks: People Resources Committee (includes Dr. Ozuah) reported no compensation committee interlocks .
Expertise & Qualifications
- Deep health services leadership with demonstrated improvements in access, operations, and value‑based care across a large integrated system .
- NIH‑funded researcher and award‑winning educator; recognized by Modern Healthcare as a top physician executive; member of Alpha Omega Alpha .
- Governance experience in pharma (Organon) with chair responsibilities on portfolio development; talent oversight experience .
Equity Ownership
- Stock ownership guidelines: Directors must hold at least five times the cash retainer (currently $600,000); five‑year accumulation window; as of Dec 31, 2024 all directors met, exceeded, or were within the accumulation period .
- Dr. Ozuah’s holdings (as of Dec 31, 2024): 1,163 common shares; total ownership value $321,151 (based on $276.14 closing price) .
- No deferred stock, RSUs, hypothetical shares, or vested options disclosed for Dr. Ozuah .
| Ownership Breakdown | Shares (#) | Value ($) |
|---|---|---|
| Common Stock | 1,163 | 321,151 (at $276.14/share) |
| Deferred Common Stock | 0 | — |
| Restricted Stock Units | 0 | — |
| Hypothetical Shares | 0 | — |
| Vested Stock Options | 0 | — |
| Total Ownership | 1,163 | 321,151 |
Governance Assessment
- Board effectiveness and engagement: Active service on Compliance and People Resources places Dr. Ozuah in oversight of core risk/compliance, human capital, and pay governance; committees are independent and met 11 times combined in 2024, indicating meaningful workload and engagement .
- Independence and conflicts: Independence affirmed; no related‑person transactions or compensation interlocks disclosed; Board acknowledges directors may have ordinary‑course relationships through outside roles and maintains policies for independence and oversight of related‑person transactions .
- Alignment and incentives: Majority of director compensation delivered in stock; Dr. Ozuah’s 2024 mix skewed to equity (~61%), aligning with shareholder interests; the stock retainer increased for 2025, further emphasizing equity alignment .
- Ownership guidelines and alignment: His disclosed holdings were ~$321k versus the $600k guideline, but he is within the five‑year accumulation period (joined in 2023); the Company reported all directors met or were within compliance at year‑end 2024 .
- Attendance and investor confidence signals: Board/committee attendance was strong overall (96%); all directors attended the Annual Meeting, supporting reliability of oversight; ongoing shareholder engagement covers ~30% of outstanding stock on governance topics since the prior proxy filing .
Red flags: None disclosed specific to Dr. Ozuah (no related‑party transactions; independence affirmed; committee interlocks absent) .