Cheryl D. Alston
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Employees’ Retirement Fund of the City of Dallas (ERF) | Executive Director & CIO | 2004–present | Oversees $4B pension; investment management and governance leadership |
| Pension Benefit Guaranty Corporation (PBGC) | Advisory Committee Member | 2011–2016 (two terms) | Presidential appointment; policy and oversight advisory |
| Cigna Corporation | VP/AVP, Retirement & Investment Services | 1998–2004 | Senior leadership in retirement & investment services |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Janus Henderson Mutual Fund (NYSE: JHG) | Member, Board of Trustees | 2022–present | Public-company fund complex governance |
| Tides Center | Board Director | 2018–present | Non-profit governance (social justice focus) |
| Blue Cross Blue Shield of Kansas City | Board Director | 2016–present | Health insurer governance; potential industry adjacency |
| CHRISTUS Health | Board Director | 2012–present | Health system governance |
| Federal Home Loan Bank of Dallas | Board Director | 2017–2021 | Financial institution governance |
| Mercy Health (St. Louis) | Former Board Member | Not disclosed | Prior 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
| Component | Amount | Form | Notes |
|---|---|---|---|
| Annual Retainer (standard for non-employee directors, 2024) | $280,000 | $100,000 Cash; $180,000 Equity | Equity issued first NYSE trading day each year; if no election, equity in stock options |
| Lead Director Fee | $45,000 | Cash | Additional to retainer |
| Audit Chair Fee | $35,000 | Cash | Committee chair fee |
| Compensation Chair Fee | $25,000 | Cash | Committee chair fee |
| Governance & Nominating Chair Fee | $20,000 | Cash | Committee chair fee |
| Audit Committee Member Fee (excluding Chair) | $12,500 | Cash | Committee member fee |
| Meeting Fees | $0 | N/A | No meeting fees; travel/lodging reimbursed |
| Deferrals | N/A | Interest-bearing account (optional) | No director elected to defer in 2024 |
| Cheryl D. Alston – 2024 Director Compensation | Amount ($) |
|---|---|
| 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 Date | Shares/Units | Grant-Date Fair Value |
|---|---|---|---|
| Restricted Stock (annual director equity) | Jan 2, 2024 | 1,475 shares | $180,039 |
- Director equity form is elected (market-value options, restricted stock, or RSUs), valued at NYSE close on first trading day of the year .
- Stock options for directors historically have a 7-year term with 50% vesting at year 2 and 50% at year 3 (program design reference for executives; director vesting terms not separately specified) .
Comp Committee pay-for-performance oversight (NEO MIP metrics for 2024):
| Performance Level | Operating EPS (50% weight) | Total Premium ($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 Metric | 150.0% | 93.2% | 128.5% |
- 2024 corporate performance factor approved at 128.6% for NEOs; maximum MIP payout capped at 150% .
Other Directorships & Interlocks
| Company/Entity | Type | Overlap Risk | Notes |
|---|---|---|---|
| Janus Henderson Mutual Fund (NYSE: JHG) | Public | Low | Fund complex governance; no GL-related party transactions disclosed for 2024 |
| Blue Cross Blue Shield of Kansas City | Health insurer (non-profit) | Medium adjacency | Health sector adjacency to GL’s supplemental health lines; no related-party transactions reported |
| CHRISTUS Health | Health system (non-profit) | Medium adjacency | Health sector adjacency; no related-party transactions reported |
| FHLB Dallas | Financial institution | Low | Prior 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 Included | 14,017 shares (exercisable) |
| Director Ownership Guideline | 5x annual cash retainer (7-year accumulation period) |
| Guideline Counting Rules | Restricted 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/Pledging | Prohibited for officers/directors (no hedging or pledging) |
Governance Assessment
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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 .