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Cheryl D. Alston

Director at GLOBE LIFEGLOBE LIFE
Board

About Cheryl D. Alston

Cheryl D. Alston is an independent director of Globe Life Inc. (GL), serving since February 2018; she is age 58 and currently chairs the Compensation Committee . She is Executive Director and Chief Investment Officer of the Employees’ Retirement Fund of the City of Dallas (ERF), a $4 billion pension plan for the city’s civilian employees (2004–present) . Her education includes a B.S. in Economics from The Wharton School (University of Pennsylvania), an M.B.A. from NYU’s Stern School of Business, and Harvard Business School Executive Education . The Board affirmed her independence under NYSE categorical standards on February 26, 2025 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Employees’ Retirement Fund of the City of Dallas (ERF)Executive Director & CIO2004–presentOversees $4B pension; investment management and governance leadership
Pension Benefit Guaranty Corporation (PBGC)Advisory Committee Member2011–2016 (two terms)Presidential appointment; policy and oversight advisory
Cigna CorporationVP/AVP, Retirement & Investment Services1998–2004Senior leadership in retirement & investment services

External Roles

OrganizationRoleTenureNotes
Janus Henderson Mutual Fund (NYSE: JHG)Member, Board of Trustees2022–presentPublic-company fund complex governance
Tides CenterBoard Director2018–presentNon-profit governance (social justice focus)
Blue Cross Blue Shield of Kansas CityBoard Director2016–presentHealth insurer governance; potential industry adjacency
CHRISTUS HealthBoard Director2012–presentHealth system governance
Federal Home Loan Bank of DallasBoard Director2017–2021Financial institution governance
Mercy Health (St. Louis)Former Board MemberNot disclosedPrior non-profit health governance

Board Governance

  • Independence: Board determined Ms. Alston is “independent” (NYSE standards) on February 26, 2025 .
  • Committee leadership: Chair, Compensation Committee; participated in August 2024 special Pricing Committee for $450,000,000 5.850% Senior Notes due 2034 .
  • Engagement: Compensation Committee met five times in 2024; Audit 12; Governance & Nominating 4; all Board committees are 100% independent .
  • Attendance: All directors attended at least 75% of Board and committee meetings in 2024; all attended the April 25, 2024 Annual Meeting .
  • Compensation Committee remit: Oversees compensation philosophy, Co-CEO goals and pay recommendations, annual bonus pool, MIP and equity plans administration, and non-management director compensation; signed the Compensation Committee Report .

Fixed Compensation

ComponentAmountFormNotes
Annual Retainer (standard for non-employee directors, 2024)$280,000$100,000 Cash; $180,000 EquityEquity issued first NYSE trading day each year; if no election, equity in stock options
Lead Director Fee$45,000CashAdditional to retainer
Audit Chair Fee$35,000CashCommittee chair fee
Compensation Chair Fee$25,000CashCommittee chair fee
Governance & Nominating Chair Fee$20,000CashCommittee chair fee
Audit Committee Member Fee (excluding Chair)$12,500CashCommittee member fee
Meeting Fees$0N/ANo meeting fees; travel/lodging reimbursed
DeferralsN/AInterest-bearing account (optional)No director elected to defer in 2024
Cheryl D. Alston – 2024 Director CompensationAmount ($)
Fees Earned or Paid in Cash$116,667
Stock Awards (Grant-date fair value)$180,039
Option Awards$0
Total$296,706

2024 one-time additional cash fees were authorized only for Audit Committee Chair ($25,000), Audit members ($15,000 each), and Lead Director ($15,000); not for Compensation Chair .

Performance Compensation

Equity Element (2024)Grant DateShares/UnitsGrant-Date Fair Value
Restricted Stock (annual director equity)Jan 2, 20241,475 shares$180,039
  • Director equity form is elected (market-value options, restricted stock, or RSUs), valued at NYSE close on first trading day of the year .
  • Stock options for directors historically have a 7-year term with 50% vesting at year 2 and 50% at year 3 (program design reference for executives; director vesting terms not separately specified) .

Comp Committee pay-for-performance oversight (NEO MIP metrics for 2024):

Performance LevelOperating EPS (50% weight)Total Premium ($mm, 30%)First-Year Collected Premium ($mm, 20%)
Threshold$10.90$4,550$495
Target$11.40$4,680$545
Maximum$11.70$4,810$595
Actual$11.96$4,666$576.2
Payout by Metric150.0%93.2%128.5%
  • 2024 corporate performance factor approved at 128.6% for NEOs; maximum MIP payout capped at 150% .

Other Directorships & Interlocks

Company/EntityTypeOverlap RiskNotes
Janus Henderson Mutual Fund (NYSE: JHG)PublicLowFund complex governance; no GL-related party transactions disclosed for 2024
Blue Cross Blue Shield of Kansas CityHealth insurer (non-profit)Medium adjacencyHealth sector adjacency to GL’s supplemental health lines; no related-party transactions reported
CHRISTUS HealthHealth system (non-profit)Medium adjacencyHealth sector adjacency; no related-party transactions reported
FHLB DallasFinancial institutionLowPrior financial governance; tenure ended 2021

Expertise & Qualifications

  • Strategic planning, investment management, asset allocation, corporate governance, finance and budget administration; prior roles at ERF, Cigna, and Chase Global Securities .
  • Skills matrix indicates competencies in Accounting/Financial, Business Operations, Enterprise Risk Management, Insurance/Financial Services, Investments, and Strategic Planning .
  • Presidential appointment to PBGC Advisory Committee (2011–2016), reflecting national-level pension governance expertise .

Equity Ownership

Ownership Metric (as of Jan 31, 2025)Value
Beneficial Ownership (common stock or options)23,427 shares/options (combined)
Percent of Outstanding<1% (asterisk)
Presently Exercisable Options Included14,017 shares (exercisable)
Director Ownership Guideline5x annual cash retainer (7-year accumulation period)
Guideline Counting RulesRestricted stock and RSUs count; options and performance shares do not
Compliance Status (Directors & NEOs)All met or within the 7-year period as of Dec 31, 2024
Hedging/PledgingProhibited for officers/directors (no hedging or pledging)

Governance Assessment

  • Strengths:

    • Independent director and Compensation Committee Chair with deep investment and governance background; active oversight of performance-linked compensation outcomes (e.g., 2024 MIP and performance shares) .
    • Strong engagement: committee leadership, participation in special Pricing Committee for debt offering, and meeting attendance standards .
    • Alignment mechanisms: robust stock ownership guidelines, clawback policy, and prohibition on hedging/pledging; high say‑on‑pay support (92% in 2024) .
    • No related-party transactions identified for 2024; Section 16 filings timely .
  • Potential Risk Considerations:

    • External board commitments across health-related organizations (Blue KC, CHRISTUS) create sector adjacency; monitor any future GL commercial interactions for related-party exposure, though none were disclosed for 2024 .
    • Cash fees received ($116,667) were modestly below the standard sum of retainer plus compensation chair fee; differences can result from elections or proration; not flagged by the company .
  • Signals for investors:

    • As Compensation Chair, Ms. Alston signed the CD&A report; design features emphasize performance shares and option-based alignment, capped bonuses, independent consultant oversight—supportive of pay-for-performance discipline .
    • Board conducts regular executive sessions led by independent directors, and all-committee independence supports effective oversight .

RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, low attendance, tax gross-ups, or option repricing for directors .