Felicia Norwood
About Felicia Norwood
Felicia F. Norwood is Executive Vice President and President, Government Health Benefits at Elevance Health (formerly Anthem), overseeing Medicaid and Medicare portfolios; she joined the company on June 4, 2018 . She holds a BS from Valdosta State University, an MA from the University of Wisconsin–Madison, and a JD from Yale Law School, and was elected a Yale University Trustee in 2024 . Elevance’s 2024 AIP (Annual Incentive Plan) scorecard measured Adjusted Net Income and Operating Revenue alongside operational metrics; the company delivered Operating Revenue of $173.349 billion and Adjusted Net Income of $7.677 billion for AIP purposes in 2024, resulting in a 35.7% payout for Norwood . Hedging and pledging of company stock are prohibited; EVPs must maintain equity ownership equal to 3x base salary, and Norwood meets the guideline .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Elevance Health (Anthem, Inc.) | EVP & President, Government Health Benefits | 2018–present | Leads strategic direction and operations for Medicaid, Medicare, Federal Government Solutions . |
| Illinois Dept. of Healthcare & Family Services | Director | 2015–2018 | Led state Medicaid and HFS programs; returned public-sector expertise to payer operations . |
| Aetna Inc. | Multiple senior roles (President, Mid‑America Region; CEO/President/COO ActiveHealth Management; Head of Medicaid; National Head Small Group & Individual; President Aetna Government Health Plans) | 1994–2013 | Grew government programs, population health and regional payer operations; deep execution in regulated segments . |
External Roles
| Organization | Role | Years | Committees / Notes |
|---|---|---|---|
| Wells Fargo & Co. | Independent Director | 2022–present | Risk Committee; prior public board Hill‑Rom Holdings, Inc. . |
| Yale University | Trustee (Alumni Fellow) | 2024–present | 6‑year term starting July 1, 2024 . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $919,231 | $944,231 | $950,000 |
| Target AIP (Bonus) % of Salary | 120% | 120% | 120% |
| AIP (Bonus) Paid ($) | $1,323,692 | $1,087,754 | $406,980 |
| Perquisites/Other ($) | $143,975 | $143,396 | $131,888 (incl. DEC $15k cash + $15k core; 401k match $17,250; deferred comp match $84,638) |
Performance Compensation
| AIP Metric (2024) | Weighting | Target | Actual | Outcome |
|---|---|---|---|---|
| Adjusted Net Income | 50% | $8,644 million | $7,677 million | Missed threshold |
| Operating Revenue | 20% | $170,200 million | $173,349 million | Exceeded target |
| Improving the Health of Humanity (composite) | 10% | See metrics | Overall exceeded (2 of 3 metrics above target) | Exceeded target |
| Star Ratings | 10% | +33.5 ppt vs 2023 | −2.0 ppt vs 2023 | Missed threshold |
| Consumer Effort | 10% | +2.0 ppt vs 2023 | +1.9 ppt vs 2023 | Missed target |
| Relative Peer Modifier | n/a | 80%–120% band | Set at 92.5% | Applied to pool |
| Final AIP Payout (Norwood) | n/a | $1,140,000 target | $406,980 | 35.7% of target |
| LTIP PSUs | Performance Period | Weighting | Result | Payout |
|---|---|---|---|---|
| PSUs (Adj. Net Income cumulative) | 2022–2024 | 60% | $22,620 million vs target band | 34.1% contribution |
| PSUs (Operating Revenue cumulative) | 2022–2024 | 40% | $501 billion vs target band | 61.0% contribution |
| Total PSU Payout | 2022–2024 | — | — | 95.1% of target |
| LTIP PSU Framework | 2024–2026 | Weighting | Vesting |
|---|---|---|---|
| Cumulative Adjusted Net Income | 60% | 0–200% payout curve | Vests at 3rd anniversary if earned |
| Cumulative Operating Revenue | 40% | 0–200% payout curve | Vests at 3rd anniversary if earned |
2025 LTIP change: three‑year cumulative Adjusted Diluted EPS replaces Adjusted Net Income for diversification and alignment with shareholder priorities .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Total Beneficial Ownership | 84,720 shares (78,203 owned + 6,517 supplementally owned) as of Feb 1, 2025 |
| Ownership as % of Outstanding | ~0.036% (84,720 / 238,430,367) |
| Options Exercisable within 60 days | 55,571 shares |
| Unvested RSUs (12/31/2024) | 8,885 shares; $3,277,677 market value (at $368.90) |
| Unearned PSUs (Target, 12/31/2024) | 9,392 shares; $3,464,709 market value (at $368.90) |
| Stock Ownership Guideline | EVP = 3.0x salary; compliance met |
| Hedging/Pledging | Prohibited for directors and executive officers |
2024 Equity Grants (Award Mix and Terms)
| Award Type | Grant Date | Shares / Options | Exercise Price | Grant Date Fair Value |
|---|---|---|---|---|
| PSUs (target) | 3/1/2024 | 4,808 | n/a | $2,399,721 |
| RSUs | 3/1/2024 | 2,405 | n/a | $1,200,360 |
| Stock Options | 3/1/2024 | 9,280 | $499.11 | $1,199,997 |
Vesting Schedules
| Instrument | Schedule |
|---|---|
| Stock Options (unexercisable tranches) | 3/1/2025: all shares for 3/1/2022 grants; 3/1/2025 & 3/1/2026: equal installments for 3/1/2023 grants; 3/1/2025, 3/1/2026, 3/1/2027: equal installments for 3/1/2024 grants . |
| RSUs & PSUs (counts vesting by date) | 3/1/2025: RSUs 2,304; PSUs (2022–2024) 4,213. 3/1/2026: RSUs 1,566; PSUs (2023–2025) 4,584 target. 3/1/2027: RSUs 802; PSUs (2024–2026) 4,808 target . |
2024 Realizations (liquidity signals)
| Type | Quantity | Value Realized |
|---|---|---|
| Options exercised | 7,516 shares | $2,217,746 |
| Stock vested (RSUs + PSUs) | 11,591 shares | $5,954,839 (incl. dividend equivalents) |
Employment Terms
| Provision | Detail |
|---|---|
| Employment start date | June 4, 2018 (EVP & President, Government Health Benefits) |
| Non‑compete / Non‑solicit | 24 months post‑separation under Executive Agreement Plan (EAP) |
| Change‑in‑Control (CIC) severance | $4,389,000 cash severance; $1,140,000 AIP for year of termination; $6,822,437 equity acceleration/continuation; benefits per table; double‑trigger, no excise tax gross‑up |
| Non‑CIC severance (without cause / good reason) | $4,180,000 cash severance; $406,980 AIP; $4,996,751 equity continuation; benefits per table |
| Clawback (recoupment) | Mandatory for erroneous incentive‑based pay post‑restatement; discretionary for covenant violations or misconduct causing reputational harm |
| Insider trading policy | Trading windows, 10b5‑1 plan constraints; prohibits short sales, hedging, pledging, margin accounts |
| Pay governance | Independent consultant (WTW), median targeting vs peer groups; annual Say‑on‑Pay (92% approval in 2024) |
Deferred Compensation (2024)
| Metric | Amount |
|---|---|
| Executive contributions | $135,275 |
| Company match contributions | $84,638 |
| Aggregated earnings | $103,938 |
| Ending balance | $1,247,285 |
Company Performance Context
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | $134,714,000,000* | $144,679,000,000* | $146,217,000,000* |
| EBITDA ($) | $9,538,000,000* | $10,949,000,000* | $9,856,000,000* |
| Net Income ($) | $5,894,000,000* | $5,987,000,000* | $5,980,000,000* |
Values retrieved from S&P Global.*
Additional pay-versus-performance context: Elevance Health’s Total Shareholder Return index (initial fixed $100) was 176 (2022), 164 (2023), and 130 (2024); peer group TSR was 140 (2022), 143 (2023), and 147 (2024) .
Compensation Peer Group & Governance Signals
- Comparator groups: direct industry peers (Centene, CVS, Humana, Cigna, UnitedHealth) and Fortune 50 general industry cohort; target total compensation at market median .
- AIP balanced scorecard: 50% Adjusted Net Income, 20% Operating Revenue, 30% operational measures (Improving the Health of Humanity, Star Ratings, Consumer Effort); capped payouts, peer‑based modifier applied (92.5%) .
- LTIP PSUs: 60% cumulative Adjusted Net Income, 40% cumulative Operating Revenue; 2022–2024 payout at 95.1% of target; 2025 shift to cumulative Adjusted Diluted EPS .
- Say‑on‑Pay approval: ~92% support in 2024 .
Investment Implications
- Alignment: Strong stock ownership and holding requirements (3x salary), explicit hedging/pledging prohibitions, and robust clawback including reputational harm mitigate misalignment risk and encourage long‑term focus .
- Near‑term supply dynamics: Significant vesting events on March 1, 2025 for RSUs and PSUs (2,304 and 4,213 shares, respectively), plus options with scheduled vesting through 2027, combined with 2024 option exercises, indicate periodic liquidity events that can contribute to insider‑related selling pressure around standard vest dates .
- Pay-for-performance sensitivity: 2024 AIP payout at 35.7% of target reflects underperformance on Adjusted Net Income and Star Ratings; continued improvement in Star Ratings and profitability metrics can directly expand annual cash compensation, while LTIP now ties to EPS, sharpening focus on capital efficiency and accretive growth .
- Retention risk: EAP’s 24‑month non‑compete/non‑solicit, double‑trigger CIC, and meaningful equity acceleration/continuation reduce voluntary departure risk; absence of tax gross‑ups is shareholder‑friendly but not a retention headwind .
- Execution watch‑items: Medicare Star Ratings decline (−2 ppt in 2024) and AIP reliance on operational metrics raise execution bar; monitoring Government segment performance and quality outcomes is critical to compensation realization and segment value creation .