Jessica Blume
CENTENEAbout Jessica L. Blume
Jessica L. Blume (age 70) is an independent director of Centene Corporation (CNC) since February 2018, designated an audit committee financial expert. She is a retired Vice Chairman of Deloitte LLP, former CFO for one of the largest U.S. local governments, and holds a B.S. from the University of Central Florida; she is a former CPA. Current external board role: Publix Super Markets, Inc. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte LLP | Vice Chairman | 2012–2015 | Served on U.S. Executive Committee and Board; chaired Executive Compensation & Evaluation; member of Finance, Governance, Strategic Investment, Risk Committees; led business transformations including reintegration of Deloitte Consulting . |
| Deloitte LLP | Partner | 1989–2015 | Led consulting relationships in healthcare/insurance; implemented large tech initiatives (state Medicaid eligibility systems, enterprise systems) . |
| Large U.S. Local Government | Chief Financial Officer | Not disclosed | Government and regulated industry experience; finance and accounting leadership . |
External Roles
| Organization | Role | Tenure/Status | Committees/Notes |
|---|---|---|---|
| Publix Super Markets, Inc. | Director | Current | Publix has SEC-registered securities; Blume also serves on the audit committee of another company with SEC‑registered securities (not specified by name) . |
| UCF Foundation; International Women's Forum; Women Corporate Directors | Board/Member | Current | Sustainability/community involvement credentials . |
Board Governance
- Committee assignments: Audit & Compliance Committee (member); Governance Committee (Chair) .
- Independence: Affirmatively determined independent under NYSE rules; designated audit committee financial expert .
- Attendance: Centene held 10 Board meetings in 2024; each director attended at least 75% of aggregate Board and committee meetings, with 96% average attendance; directors attended the 2024 annual meeting .
- Committee activity levels (2024): Audit & Compliance (9 meetings), Governance (7), Compensation & Talent (7), Quality (4) .
- Governance Committee remit under her chairship: board/committee composition and succession; governance policy updates; sustainability oversight (non-financial reporting); related-party transaction reviews; political activity oversight; Board/committee self-evaluations; governance and sustainability risk oversight .
Fixed Compensation (Non-Employee Director – 2024)
| Component | Amount ($) | Detail |
|---|---|---|
| Annual Cash Retainer | 100,000 | Standard non-employee director cash retainer . |
| Committee Chair Retainer (Governance) | 20,000 | Additional annual retainer for Governance Committee chair . |
| Fees Earned or Paid in Cash (reported) | 120,000 | Sum of retainers; some directors may elect RSUs in lieu of cash (Blume did not) . |
| Annual RSU Grant | 224,969 | 2,916 RSUs granted May 2024; vests at earlier of May 14, 2025 or the 2025 annual meeting . |
| All Other Compensation | 25,000 | Company match of charitable contributions under Board Charitable Matching Gift Program . |
| Total 2024 Compensation | 369,969 | Aggregate reported total . |
Program structure notes:
- 2024 changes increased the annual stock award to $225,000 and maintained $20,000 Governance chair retainer; equity delivered as RSUs valued at prior trading day’s close; directors may defer RSUs pre-tax .
- No meeting fees disclosed; compensation is retainer-based with annual equity grants .
Performance Compensation (Director)
| Element | Structure | Performance Metrics |
|---|---|---|
| RSUs (annual director equity) | Time-based vesting to next annual meeting or one-year anniversary | None; director RSUs are service-vesting only (no TSR/financial hurdles) . |
| Options (legacy outstanding) | Exercisable options outstanding (see Equity Ownership) | No performance conditions; company prohibits repricing without shareholder approval . |
Policy safeguards relevant to pay-for-performance alignment:
- Minimum vesting one year for awards (with limited exceptions); clawback/recoupment authority; no tax gross-ups; no hedging or pledging; no option/SAR repricing without shareholder approval .
Other Directorships & Interlocks
| Company | Relationship to CNC | Potential Interlock/Transaction Exposure |
|---|---|---|
| Publix Super Markets, Inc. | External directorship | No CNC related-party transactions disclosed involving Publix or Blume . |
- Compensation Committee interlocks: Blume is not listed among Compensation & Talent Committee members; interlocks section notes no relationships requiring Item 404 disclosure among committee members in 2024 .
Expertise & Qualifications
- Leadership: Vice Chairman at Deloitte; chaired executive compensation evaluation at Deloitte; extensive governance and strategy committee experience .
- Finance/Audit: Former CFO; licensed CPA (former); audit committee experience; designated audit committee financial expert at CNC .
- Healthcare/Insurance: Led consulting relationships for healthcare/insurance; technology implementations including state Medicaid systems .
- Technology: Oversight and implementation of large-scale enterprise/Medicaid eligibility systems .
- Sustainability/Community: Founded/managed Deloitte’s sustainability practice; board roles in civic/educational organizations .
- Regulated Industry & Public Governance: Work with federal/state governments; public company governance experience (Publix; Deloitte LLP board) .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial Ownership – Outstanding Shares | 22,120 | Shares owned directly/indirectly . |
| Shares Acquirable within 60 days | 22,916 | Includes unvested RSUs due to vest within 60 days; option holdings considered separately in option table . |
| Total Beneficial Ownership | 45,036 | Less than 1% of shares outstanding (percent denoted “*”) . |
| Options – Exercisable | 20,000 | As of Dec 31, 2024 . |
| Options – Unexercisable | — | None reported . |
| Unvested RSUs | 2,916 | Annual RSUs granted May 2024 . |
| Ownership Guidelines | 7.5x annual cash retainer within five years; all directors in compliance as of Dec 31, 2024 | Company-wide compliance reported . |
| Hedging/Pledging | Prohibited for directors/executives | Governance best practice . |
Governance Assessment
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Strengths:
- Independent director; audit committee financial expert designation; chairs Governance Committee overseeing board effectiveness, succession, sustainability and related-party reviews .
- Robust attendance culture; Board/committee self-evaluations led through Governance Committee; active shareholder engagement framework .
- Compensation structure aligns director incentives with shareholders via majority equity (time-based RSUs); stringent ownership guidelines; clawback; no hedging/pledging; no option repricing .
-
Potential conflicts/RED FLAGS:
- No related-party transactions disclosed involving Blume; interlock issues not identified; delinquencies section names another director (Coughlin) for one late filing, not Blume .
- Director equity awards are time-based (no explicit performance metrics), common for directors; mitigated by ownership guideline and governance safeguards .
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Implications for investor confidence:
- Blume’s deep finance/audit credentials and chair role on Governance Committee support board oversight quality and risk management, a positive signal for CNC’s control environment and sustainability oversight .
- Ownership alignment and policy restrictions (no hedging/pledging; clawbacks) reduce agency risks; absence of related-party ties for Blume lowers conflict concerns .