Raquel Bono
About Raquel C. Bono, M.D.
Independent director at Humana since 2020; age 68. A board-certified trauma surgeon and retired U.S. Navy Vice Admiral, she led the Defense Health Agency (DHA) as CEO/Director, integrating a $50 billion global health enterprise (50 hospitals, 300 clinics serving 9.5 million) and overseeing DoD electronic health record deployment. She is Principal of RCB Consulting (since Oct 2019) and CEO & Chief of Surgical Innovation at Medical iSight (since 2023); previously Chief Health Officer at Viking Cruises (Nov 2020–Dec 2023). Skills cited include CEO experience, financial oversight, healthcare industry depth, government/public policy, risk, and ESG; she serves on Humana’s Audit and Clinical Quality Committees and is designated an Audit Committee financial expert.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Defense Health Agency (DHA) | CEO & Director | Prior to 2020 | Integrated $50B enterprise; 50 hospitals/300 clinics; 9.5M beneficiaries; led DoD EHR deployment; DoD–VA system collaboration |
| Viking Cruises | Chief Health Officer | Nov 2020 – Dec 2023 | Senior health leadership for travel/logistics operations |
| Medical iSight | CEO & Chief of Surgical Innovation | Since 2023 | Surgical innovation leadership |
| RCB Consulting | Principal | Since Oct 2019 | Strategic advisory; healthcare leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Alcon, Inc. | Director | Current | Public company directorship (1); committee roles not disclosed here |
| American College of Surgeons | Fellow; prior service on ACS Board of Governors and Health Policy & Advocacy Workgroup | Historical | Professional recognition and policy engagement |
Board Governance
- Independence: Affirmed independent; Board determined all directors other than the CEO are independent under NYSE/SEC guidelines.
- Committee assignments (HUM): Audit Committee (member); Clinical Quality Committee (member).
- Audit Committee Financial Expert: Designated as an “audit committee financial expert” by the Board.
- Tenure on HUM Board: Director since 2020.
- Attendance and engagement: Board held executive sessions at every meeting and emphasizes education and stakeholder engagement; all incumbent nominees at the 2024 meeting met at least 75% attendance; Board met 12 times in 2024.
| Body (2024) | Meetings Held |
|---|---|
| Board of Directors | 12 |
| Audit Committee | 9 |
| Organization & Compensation Committee | 7 |
| Nominating, Governance & Sustainability Committee | 8 |
| Technology Committee | 5 |
| Investment Committee | 4 |
| Clinical Quality Committee | 7 |
- Governance policies relevant to investors: Stock ownership guideline for directors = 5x annual cash retainer; hedging and pledging of company stock prohibited. Board service limit for non-CEO directors: max four public boards; retirement at first annual meeting after age 73.
Fixed Compensation
- Program structure (non-employee directors, 2024 service year):
- Annual cash retainer: $125,000; Chair of the Board additional $240,000.
- Committee chair fees: Audit $25,000; Org & Comp $20,000; NGS $20,000; other committee chairs $15,000.
- Benefits/match: Charitable match up to $40,000; life/AD&D insurance ($150,000; $400,000 for Chair); business travel accident insurance ($250,000).
| Component (Program, 2024) | Amount |
|---|---|
| Annual cash retainer | $125,000 |
| Chair of the Board add’l retainer | $240,000 |
| Committee chair fees (Audit/Comp/NGS/Other) | $25,000 / $20,000 / $20,000 / $15,000 |
| Charitable contribution match (annual cap) | $40,000 |
| Life/AD&D insurance (non-Chair/Chair) | $150,000 / $400,000 |
| Business travel accident insurance | $250,000 |
- Bono’s 2024 cash and other compensation:
| Pay Element (2024) | Amount |
|---|---|
| Fees earned or paid in cash | $125,000 |
| All other compensation | $2,655 |
| Total (cash + other; excludes equity below) | $127,655 |
Year-over-year program changes: cash retainer increased to $125,000 (from $120,000 in 2023); annual equity retainer increased to $200,000 (from $190,000 in 2023).
Performance Compensation
- Equity retainer: $200,000 in restricted stock units (RSUs) annually (granted first business day of January), vesting at year-end of the service period; initial election grants equal to annual grant. No stock options or performance-conditioned metrics for director equity; service-based vesting only.
- Non-employee directors hold no exercisable options as of Jan 15, 2025.
| Equity Award | Grant Date | Units/Value | Vesting/Terms |
|---|---|---|---|
| 2024 stock awards recognized (Bono) | 2024 service year | $199,886 (grant-date fair value) | RSUs; vest at end of service year |
| Annual RSU grant (Bono) | Jan 2, 2025 | 783 RSUs (~$200,000 at $255.54) | Expected to vest Dec 31, 2025; annual equity retainer |
Note: Under the deferred compensation plan, Bono elected to defer her stock compensation for 2024.
Other Directorships & Interlocks
| Company | Role | Interlocks/Notes |
|---|---|---|
| Alcon, Inc. | Director | No interlocks with Humana disclosed here; single other public board keeps within Humana’s board service limits |
Board independence review found director-related relationships immaterial; independence affirmed for all non-employee directors. The Oracle Health relationship disclosed pertains to another director (Feinberg) and was deemed not material; financing arrangements with firms affiliated with certain directors were below materiality thresholds.
Expertise & Qualifications
- CEO experience; financial oversight/capital allocation; deep healthcare system leadership; government relations/public policy; risk assessment; sustainability/ESG.
- Decorated military medical leadership; ACS Fellow; extensive large-scale health system integration and EHR deployment experience.
Equity Ownership
| Ownership Detail (as of stated date) | Amount |
|---|---|
| Beneficially owned HUM shares (Jan 15, 2025) | 397 (<1% of class) |
| Deferred stock/units under director plan (Jan 15, 2025) | 1,663 (includes dividend equivalents and deferred cash invested in HUM stock fund) |
| Unvested director RSUs granted Jan 2, 2025 | 783 (expected to vest Dec 31, 2025) |
| Stock options (exercisable within 60 days of Jan 15, 2025) | 0 (non-employee directors hold no exercisable options) |
| Shares pledged as collateral | 0 (pledging prohibited; none pledged as of Mar 1, 2025) |
| Director stock ownership guideline | 5x annual cash retainer; compliance monitored by O&CC |
Governance Assessment
- Board effectiveness: Bono’s dual placement on Audit and Clinical Quality leverages her rare mix of financial oversight and clinical system leadership; her designation as an Audit Committee financial expert strengthens financial reporting and risk oversight at a time of heightened MA/regulatory scrutiny.
- Independence and conflicts: Independence affirmed; board-wide review identified no material related-party issues involving Bono; hedging/pledging prohibited and none pledged. This reduces alignment risk and potential conflicts.
- Attendance and engagement: Board and committees met frequently in 2024 (Board 12; Audit 9; Clinical Quality 7); all incumbents met NYSE attendance thresholds, supporting governance diligence amidst industry volatility.
- Ownership alignment and incentives: Director pay is meaningfully equity-based via annual RSUs ($200k) with service-based vesting; Bono’s 2024 stock award was $199,886 with an additional 783 RSUs granted Jan 2, 2025 (vest 12/31/25). Stock ownership guideline of 5x cash retainer and no options/hedging/pledging policies enhance long-term alignment, though her currently reported beneficial share count is modest and relies on deferred units and annual RSU accrual for build-up.
- Workload/overboarding risk: She serves on one other public board (Alcon), within Humana’s limit of four, mitigating overboarding concerns.
- RED FLAGS: None evident from proxy disclosures specific to Bono—no related-party transactions, no pledging, no options repricing, and attendance standards met. Continued monitoring of equity ownership guideline compliance and any new external roles is advisable.