Javier J. Rodriguez
GILEAD SCIENCESAbout Javier J. Rodriguez
Independent director of Gilead Sciences since 2020; age 54. Chief Executive Officer of DaVita Inc. and member of Gilead’s Audit Committee, where he is designated an “audit committee financial expert.” Gilead’s Board determined he is independent; overall Board and committee attendance in 2024 averaged 98.4%, with all directors attending more than 75% of meetings and 100% attending the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DaVita Inc. | Chief Executive Officer | 2019–present | Led transformation of kidney care delivery and accelerated digital transformation to improve outcomes and reduce system costs. |
| DaVita Kidney Care (DaVita business unit) | Chief Executive Officer | 2014–2019 | Led the end-stage kidney disease care business; multi-year operational leadership. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DaVita Inc. | Director | Current | Public company directorship disclosed. |
Board Governance
- Independence: Board affirmatively determined Rodriguez is independent; 8 of 9 directors are independent.
- Committee assignments: Audit Committee member; Audit current members are Kelly A. Kramer (Chair), Ted W. Love, M.D., and Javier J. Rodriguez.
- Financial expertise: Qualifies as an “audit committee financial expert” under SEC rules.
- Attendance and engagement: 2024 Board/committee average attendance 98.4%; all directors >75% attendance; 100% attended the 2024 annual meeting.
- Executive sessions: Independent directors meet in regular executive sessions led by the Lead Independent Director.
- Overboarding policy compliance: Non-employee directors who are current executive officers of a public company should not serve on more than one other public company board; all directors are in compliance.
- Conflicts and related-party oversight: Audit Committee pre-approves related person transactions; none involving directors or executive officers identified from Jan 1, 2024 to Mar 27, 2025.
Fixed Compensation (Non-Employee Director, 2024)
| Component | Amount (USD) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash | $95,000 | Annual Board and committee cash retainer. |
| Stock Awards (RSUs) | $149,965 | RSUs granted May 8, 2024 (2,310 RSUs) at $64.92 closing price; vested immediately. |
| Option Awards | $149,995 | Options granted May 8, 2024 (12,648 options) at $64.92 exercise price; vested immediately. |
| All Other Compensation | $0 | None disclosed for Rodriguez. |
| Total | $394,960 | Sum of components. |
Award terms for non-employee directors:
- RSUs and stock options vest immediately; options have 10-year maximum term, subject to earlier termination three years after cessation of Board service.
Performance Compensation
- Non-employee director compensation is not tied to performance metrics; directors receive annual RSUs and options that vest immediately (no PSUs or performance-based equity for directors).
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Note |
|---|---|---|
| DaVita Inc. | Director and CEO | Board states all directors were screened for independence and conflicts; no related person transactions or conflicts identified (Jan 1, 2024–Mar 27, 2025). Overboarding limits met. |
Expertise & Qualifications
- Significant leadership experience in the healthcare industry as CEO and in various executive roles of a Fortune 500 public healthcare company; recognized for transforming kidney care and accelerating digital transformation to improve patient outcomes and lower costs.
Equity Ownership
| Metric (as of Feb 28, 2025 unless noted) | Value |
|---|---|
| Total beneficial ownership (shares) | 72,706 (includes options exercisable within 60 days) |
| Ownership as % of shares outstanding | <1% (based on 1,245,162,793 shares outstanding) |
| Options exercisable within 60 days | 62,004 |
| RSUs outstanding (incl. deferred) | 0 (none outstanding as of Dec 31, 2024) |
| Director stock ownership guideline | 5x annual cash retainer; all directors in compliance as of Dec 31, 2024 |
| Hedging/pledging | Employees and directors are prohibited from hedging and pledging Gilead stock |
| Pledged shares | None disclosed; no related person transactions or conflicts identified |
Governance Assessment
- Strengths for investor confidence
- Independent director serving on Audit; designated audit committee financial expert, supporting financial oversight quality.
- High Board/committee attendance and strong executive-session practice signal active oversight; robust governance framework and stockholder engagement.
- No related-party transactions or conflicts; compliance with overboarding limits and director ownership guidelines.
- Watch items
- Immediate vesting of director RSUs/options reduces long-term vesting lock-in, but ownership guidelines (5x retainer) and compliance mitigate alignment concerns.
- Dual role as a sitting CEO (DaVita) increases time-commitment demands; Board policy addresses this via explicit overboarding limits (in compliance).
Overall, Rodriguez’s Audit Committee role and financial expert designation, combined with independence and clean conflict profile, support board effectiveness. His beneficial ownership and compliance with director ownership guidelines reinforce alignment.