Christopher R. Reidy
Director at EHC
Board
About Christopher R. Reidy
Christopher R. Reidy, age 68, has served on Encompass Health’s board since October 1, 2021 and is an independent director. He is Audit Committee Chair and a member of the Nominating/Corporate Governance Committee. Reidy retired from Becton, Dickinson and Company (“BD”) on March 31, 2022 as EVP, Strategic Advisor after serving as EVP, CFO and Chief Administrative Officer; prior roles include CFO of ADP, senior finance leadership at AT&T, and audit partner at Deloitte. He is recognized as an “audit committee financial expert” and has extensive cybersecurity oversight experience, including NACD Cyber-Risk Oversight and CERT certification, with CISOs reporting directly to him at BD and ADP .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Becton, Dickinson and Company (BD) | EVP, Strategic Advisor; previously EVP, CFO & Chief Administrative Officer overseeing finance, IT & security, business development, ERM | Retired 3/31/2022; joined BD in 2013 | Led strategic transactions; direct oversight of cybersecurity programs (CISO reported to him); IT reported to him |
| ADP Corporation | Corporate VP & CFO | Prior to 2013 (specific dates not disclosed) | Finance leadership; cybersecurity oversight experience cited from ADP tenure |
| AT&T Corporation | VP, Controller & Chief Accounting Officer; division CFO roles | Prior to 2013 | Financial reporting and control leadership |
| Deloitte & Touche | Audit Partner | Prior to AT&T | Public company audit and accounting expertise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Embecta Corp. (EMBC) | Director; Chair, Technology Committee | Current | Technology oversight at a diabetes management company |
| Atlantic Health System | Director; Executive Committee member; Chair, Finance & Investment Committee | Current | Finance and investment oversight at a major health system |
Board Governance
- Committee assignments and activity:
- Audit Committee Chair; Nominating/Corporate Governance Committee member .
- 2024 meetings: Audit (9), Nominating/Governance (5) .
- Independence and effectiveness:
- Independent director (9 of 10 directors independent; majority-independent committees) .
- All directors attended ≥75% of board/committee meetings in 2024; independent sessions at every regular meeting .
- Tenure and role context:
- Director since 10/1/2021; board led by independent, non-executive Chairman .
- Scope of Audit Chair responsibilities:
- Audit charter expanded to include Finance Committee responsibilities (capital structure, dividends, long-term financial/investment strategy) in May 2024 .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Fees earned or paid in cash | $136,648 | Includes base retainer and chair fees |
| Stock awards (RSUs) | $165,005 | 1,978 RSUs; fully vested; settled after board departure; accrues dividend equivalents |
| All other compensation | $4,753 | Dividend-equivalent RSUs on paid dividends |
| Total | $306,406 | 2024 director compensation |
Standard director pay schedule (effective May 2024):
- Annual cash retainer: $110,000 .
- Chair fees: Audit ($30,000), Compensation ($20,000), Compliance/Quality ($20,000), Nominating/Governance ($20,000); Chairman of the Board ($150,000) .
Performance Compensation
- Non-employee director equity awards are fully vested (not subject to forfeiture) and settle after board departure; no performance-conditioned director metrics disclosed. Dividend equivalents accrue in RSUs and are paid upon settlement .
Other Directorships & Interlocks
- Public company boards: Embecta Corp. (Chair of Technology Committee) .
- Non-profit boards: Atlantic Health System (Exec Committee; Chair Finance & Investment) .
- Overboarding controls: none of EHC directors serve on >2 outside public company boards (policy) .
- Related-party safeguards: Board found no material director-related relationships/transactions in 2024; independence affirmed for all nine non-employee nominees .
Expertise & Qualifications
- Audit committee financial expert (SEC definition) .
- Deep finance, accounting, ERM; prior CFO and CAO roles .
- Cybersecurity oversight: NACD Cyber-Risk Oversight Program and CERT certificate; CISOs reported to him at BD and ADP; IT reported to him at BD .
Equity Ownership
| Holding | Amount | Notes |
|---|---|---|
| Beneficial common shares | 12,632 | As of Feb 13, 2025 |
| RSUs held (director grants) | 8,660 | Fully vested, settle post-service |
| Directors’ Deferred Stock Investment Plan shares | 3,581 | Deferred cash fees invested in EHC stock, held in rabbi trust; distributed in stock upon termination from board |
| % of shares outstanding (common) | ~0.0125% | 12,632 / 100,709,106 shares outstanding (Feb 13, 2025) |
Alignment and restrictions:
- Director stock ownership guideline: $550,000 within five years; all directors ≥5 years have met guidelines; <5 years on track; director awards must be held until departure .
- Hedging/pledging: Prohibited for executives and directors (anti-hedging policy) .
Insider Trades (recent)
| Date | Transaction | Amount/Price | Resulting Direct Holdings |
|---|---|---|---|
| Oct 15, 2025 | RSUs credited as dividend equivalents (7 units) and acquisition of 223 shares via Directors Deferred Stock Investment Plan | Dividend $0.19/share; RSUs at $123.65 close; 223 shares at $123.21 WAP | 6,904 shares directly after transactions |
Additional Form 4 filings for Reidy (EHC): May 2, 2025; Apr 16, 2024; Jan 18, 2024 (see SEC EDGAR indices) .
Governance Assessment
- Strengths:
- Independent Audit Chair with audit/cyber expertise; board/committee independence and robust governance practices (majority voting, declassified board, independent sessions) .
- Attendance: all directors ≥75% in 2024; clear meeting cadence; expanded audit scope adds capital structure oversight discipline .
- Alignment policies: director ownership guidelines; anti-hedging/pledging; non-employee director compensation limits in Omnibus Plan ($500k cash and $500k equity) .
- Shareholder signals: strong say-on-pay approvals (historically >93%; 98.0% in 2024) indicate investor support for governance and pay practices .
- Potential conflicts/RED FLAGS:
- None disclosed: no related-party transactions since Jan 1, 2024; independence affirmed; insider trading policy restricts hedging/pledging .
- Implications for investors:
- Reidy’s combined finance, audit, and cyber oversight background as Audit Chair supports board effectiveness in financial reporting, risk management, and capital allocation (post-2024 audit charter integration), which is positive for confidence in controls and strategic financial decisions .