Deborah Leone
About Deborah Leone
Independent director (age 60) at Corebridge Financial (CRBG) since 2024; Chair of the Compensation and Management Development Committee and member of the Audit Committee. Former Goldman Sachs partner with senior roles in operations, internal audit, and controllership; designated an Audit Committee Financial Expert by CRBG’s Board, underscoring deep finance, audit, and risk credentials. Board determined she is independent under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs Group, Inc. | Partner | 2008–2019 | Senior leadership across IMD, finance, audit |
| Goldman Sachs IMD | Chief Operating Officer | 2017–2019 | Operational oversight; business strategy execution |
| Goldman Sachs (Firmwide) | Global Director of Internal Audit | 2011–2017 | Enterprise risk & controls; audit program leadership |
| Goldman Sachs IMD | Global Controller | 2008–2011 | Financial reporting, controls, accounting governance |
External Roles
| Organization | Type | Role | Tenure | Notes |
|---|---|---|---|---|
| Organon & Co. | Public | Director | Since 2021 | Healthcare; no disclosed CRBG RPT link |
| Goldman Sachs Bank USA | Private | Director | Since 2017 | Financial services; potential counterparty, no Item 404 disclosure |
| Goldman Sachs Philanthropy Fund | Non-profit | Director | Since 2020 | Philanthropic governance |
| Ayco Charitable Foundation | Non-profit | Director | Since 2020 | Philanthropic governance |
| Syracuse University Board of Trustees | Non-profit/Academic | Trustee | Since 2018 | Academic governance |
Board Governance
- Committee assignments: Chair, Compensation and Management Development; Member, Audit; Audit Committee designates Leone an “audit committee financial expert.”
- Independence: Board determined Ms. Leone is independent under NYSE standards; Board majority independent; independent Chair established Dec 2024.
- Attendance: Comp Committee 2024—4 meetings, 100% attendance; Audit Committee 2024—10 meetings, 98% average attendance; all directors ≥75% of Board/Committee meetings; overall Board/Committee attendance ~99% in 2024.
- Executive sessions: Regular sessions of independent directors without management; Committee executive sessions routine.
- Risk oversight: Board/committees cover financial reporting, compensation risk, governance/public policy, and ERM (Risk Committee formed Feb 2025).
Fixed Compensation
| Component | Detail | 2024 Amount |
|---|---|---|
| Fees Earned (Cash) | Annual and chair retainers (prorated given mid-year committee chair approvals) | $114,583 |
| Equity Awards (DSUs) | Annual DSU grant; directors immediately vest; settlement deferred until termination; accrues dividend equivalents | $222,833 (grant-date FV) |
| Other Compensation | Matching grants (up to $10,000 per director annually) available; none reported for Leone in 2024 | $0 |
| Total | Sum of components | $337,416 |
Director compensation program parameters:
- Annual cash retainer: $120,000; additional annual cash retainers—Chair of Board ($200k), Lead Independent ($100k), Audit Chair ($35k), Nominating Chair ($25k), Compensation Chair ($25k), Risk Chair ($25k). Prorated for partial quarters.
- Annual equity retainer: $165,000 in DSUs at annual meeting; prorated DSUs for directors appointed before annual meeting.
- No perquisites for directors; equity emphasizes alignment; DSUs vest immediately but settle post-service; dividend equivalents paid at settlement.
- Director stock ownership guideline: 5× annual cash retainer ($600,000 for 2024), satisfied over time via DSUs.
Performance Compensation
Directors do not receive performance-based equity awards; no short- or long-term incentive metrics apply to non-employee directors.
Other Directorships & Interlocks
| Company | Category | Potential Interlock/Conflict | Disclosure/Controls |
|---|---|---|---|
| Organon & Co. | Public | Unrelated industry; no disclosed transactions with CRBG | None under Item 404; Audit Committee reviews RPTs per policy |
| Goldman Sachs Bank USA | Financial | Potential financial counterparty relationship | No Item 404 relationship disclosed; RPTs governed by Audit Committee |
| Nippon Life/Blackstone designees on CRBG board | Shareholder influence | Board includes designees; Leone remains independent | Board independence assessed; committees structured for independence |
Expertise & Qualifications
- Finance/audit expertise: Former Global Director of Internal Audit; designated Audit Committee Financial Expert.
- Operations/controls: Former COO and Global Controller in IMD; strong accounting and risk management background.
- Human capital/comp: Leads Compensation and Management Development oversight including stock ownership, incentive design, and use of independent consultant.
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial Ownership (shares/DSUs) | 7,576 shares (fully vested DSUs; settlement deferred) |
| Ownership % of outstanding | <1% of 549,704,830 shares (as of May 13, 2025) |
| Vested vs. Unvested | DSUs immediately vest; no unvested director awards as of 12/31/2024 |
| Pledging/Hedging | Prohibited by Insider Trading Policy; no pledging allowed |
| Ownership guideline | 5× cash retainer ($600,000 for 2024); met over time via DSUs |
Compensation Committee Analysis
- Composition: Leone (Chair), Glazer, Kimura, Lynch; majority independent; engages independent compensation consultant.
- Scope: Oversees CEO goals, Section 16 officers’ incentives, stock ownership guidelines, compensation risk, human capital.
- Consultant and peer practices: Meridian Compensation Partners advised on peer group and market alignment; peer group set Sept 2024 and used for 2025 decisions.
- Risk review: ERM concluded incentive plans do not encourage excessive risk-taking; safeguards include clawbacks, capped payouts, vesting.
Say-On-Pay & Shareholder Feedback
- 2024 Say-on-Pay approval: 99% of votes cast in favor, indicating investor support for compensation philosophy and governance.
Governance Assessment
- Positives: Independent director with deep audit/controls background; Audit Committee Financial Expert; chairs compensation with robust processes; strong attendance; equity pay structure aligned via DSUs and ownership guidelines; anti-hedging/pledging policies.
- Watch items: External role at Goldman Sachs Bank USA merits continued monitoring for potential related-party transactions; no Item 404 transactions disclosed; Audit Committee retains RPT approval authority.
- Board effectiveness signals: Transition to majority independent board, formation of risk committee, independent Chair—all supportive of investor confidence.
Appendices (Key Data Tables)
Director Compensation Detail (2024)
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Deborah Leone | 114,583 | 222,833 | 0 | 337,416 |
Notes:
- Initial equity retainer: 2,013 DSUs upon appointment (Mar 5, 2024).
- Annual DSU grant: 5,563 DSUs in 2024 at annual meeting.
- Director equity awards vest immediately; settlement upon termination of Board service.
Committee Assignments and Attendance (2024–2025)
| Committee | Role | Meetings | Attendance |
|---|---|---|---|
| Compensation & Management Development | Chair | 4 (2024) | 100% (Committee avg) |
| Audit | Member; Financial Expert designation | 10 (2024) | 98% (Committee avg) |
Ownership Snapshot
| Holder | Shares/DSUs | % of Class |
|---|---|---|
| Deborah Leone | 7,576 (fully vested DSUs; settlement deferred) | <1% (of 549,704,830 shares) |
Independence and Roles
| Attribute | Status |
|---|---|
| Independence | Independent under NYSE standards |
| Audit Committee Financial Expert | Yes (Board designation) |
| Committee Chair | Compensation & Management Development (Chair) |
Related Party Transactions and Policies
| Topic | Disclosure |
|---|---|
| Related Party Transaction Policy | Audit Committee reviews/approves RPTs; disinterested members required for approval |
| Item 404 relationships (2024) | No relationships requiring disclosure for Comp Committee members; none for executive interlocks |
| Insider Trading Policy | Pre-clearance, blackout periods; anti-hedging/anti-pledging |