Philip Okala
About Philip A. Okala
Independent director since 2021; age 56; currently Chief Operating Officer of Tufts Medicine (2023–present) after senior operating and strategy roles at City of Hope and the University of Pennsylvania Health System. He serves on Enovis’ Audit Committee and is designated an “audit committee financial expert,” bringing healthcare operations, M&A, and risk management expertise; Fellow of the American College of Healthcare Executives and the Healthcare Financial Management Association . The Board affirmatively determined he is independent under NYSE standards and he met attendance expectations in 2024 (≥75% of Board/committee meetings; all directors attended the 2024 annual meeting) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tufts Medicine | Chief Operating Officer | 2023–present | Health system COO; operations oversight |
| City of Hope | System President | 2022–2023 | Led a leading cancer research/treatment org |
| University of Pennsylvania Health System | Chief Operating Officer; SVP Strategy & BD; VP Service Lines | 2017–2022; 2013–2017; 2007–2013 | Hospital operations; strategy; service line management |
| Geisinger; Roswell Park; MD Anderson | Management/leadership roles | Prior to 2007 (dates not specified) | Academic/health system management experience |
External Roles
| Company/Institution | Role | Public Company? | Tenure |
|---|---|---|---|
| — | — | None | — |
| Professional Affiliations | Fellow, American College of Healthcare Executives; Fellow, Healthcare Financial Management Association | N/A | Current |
Board Governance
- Committee assignments: Audit Committee member; designated audit committee financial expert alongside A. C. Perfall (Chair) and Barbara Bodem .
- Independence: Board determined Okala is independent under NYSE rules (2025 review) .
- Attendance and engagement: Board held 5 meetings in 2024; each director attended ≥75% of aggregate Board and committee meetings; all directors attended the 2024 annual meeting . Audit Committee met 8 times in 2024 .
- Executive sessions: Independent directors hold at least two executive sessions annually; chaired by Lead Independent Director (Sharon Wienbar) .
- Risk oversight context: Audit Committee oversees risk assessment, IT/cybersecurity, legal/regulatory compliance; quarterly cybersecurity updates to Audit Committee .
Fixed Compensation
Director compensation structure and Okala’s pay:
| Metric | 2023 | 2024 |
|---|---|---|
| Annual cash retainer ($) | $70,000 | $70,000 |
| Committee chair/lead fees ($) | $0 (not a chair/lead) | $0 (not a chair/lead) |
| Equity grant (fair value, $) | RSUs $106,425; Options $107,509 | RSUs $221,889 (2024 director awards all RSUs) |
| Total director compensation ($) | $283,934 | $291,889 |
| Annual director equity program terms | 2023: mix of RSUs (1-year vest) + fully vested options (7-year term) | 2024: $230,000 in RSUs, vest after 1 year; no options |
Performance Compensation
| Element | Details |
|---|---|
| Performance-based equity (PSUs) | None for non-employee directors; 2024 director grants are time-based RSUs vesting after one year . |
| Performance metrics tied to director pay | N/A (no disclosed performance metrics for director compensation) |
Other Directorships & Interlocks
| Company | Role | Interlocks/Notes |
|---|---|---|
| None | — | No other current public company directorships; no CHCM interlocks disclosed involving Okala . |
Expertise & Qualifications
- Extensive healthcare operations leadership including mergers, acquisitions, and strategic alliances in hospital systems .
- Significant financial and risk management experience in healthcare; expertise in emerging healthcare technology trends .
- Audit committee financial expert designation underscores finance/accounting literacy .
Equity Ownership
| Ownership Metric | Amount | Notes |
|---|---|---|
| Shares beneficially owned | 13,726 | <1% of class; includes rights to acquire shares via options exercisable within 60 days . |
| Options exercisable within 60 days | 8,147 | Included in beneficial ownership; director options from prior programs . |
| Unvested RSUs (as of 12/31/2024) | 4,338 | 2024 annual grant vesting May 20, 2025 . |
| Director stock ownership guideline | 5× annual cash retainer; compliance achieved by all directors as of 2025 . | |
| Hedging/pledging | Prohibited for directors; pledged shares do not count toward ownership requirements . |
Governance Assessment
- Strengths: Independent director with deep healthcare operating and risk management expertise; Audit Committee financial expert; strong committee workload (8 Audit meetings in 2024) and Board attendance; robust alignment via equity-heavy director pay (2024: ~$222k RSUs vs $70k cash); compliance with stringent anti-hedging/anti-pledging and ownership policies .
- Conflicts/related-party exposure: No related person transactions disclosed involving Okala; Company maintains formal related party transaction approval policy overseen by Nominating & Corporate Governance Committee .
- Alignment signals: Director stock ownership guideline met; annual director equity grants vest on continued service, promoting ongoing engagement; no tax gross-ups or shareholder-unfriendly provisions disclosed for directors; deferred compensation via DSUs available but optional .
- RED FLAGS: None disclosed specific to Okala (no pledging, no hedging, no related-party transactions reported; independence affirmed) .