Anna Richo
About Anna Richo
Anna Richo (age 64) is an independent director at Illumina (ILMN), serving since 2024. She chairs the Nominating/Corporate Governance Committee, bringing extensive global legal, compliance, and regulatory experience from senior roles at Cargill, UCB, Amgen, and Baxter. She holds a B.S. in Industrial and Labor Relations from Cornell University and a J.D. from DePaul University College of Law .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cargill, Inc. | Corporate SVP, Strategic Advisor to CEO and General Counsel | 2024 | Legal and compliance oversight, corporate governance |
| Cargill, Inc. | Corporate SVP, General Counsel, Chief Compliance Officer, Corporate Secretary | 2019–2024 | Led global legal and compliance; governance and ethics programs |
| UCB (biopharma) | EVP and General Counsel | 2012–2019 | Legal strategy in biopharma; regulatory/compliance leadership |
| Amgen Inc. | SVP and Chief Compliance Officer; VP, Law | 2003–2012 | Enterprise compliance program; regulatory risk management |
| Baxter Healthcare | Chief Litigation Counsel; Associate GC; VP Law | 1991–2003 | Litigation strategy; healthcare regulatory expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Exelon Corp. | Director (public company) | Since 2023 | Current public board service |
| Adamas Pharmaceuticals | Director | 2020–2021 | Prior public company board |
| Cytyc Corporation | Director | 1998–2003 | Prior public company board |
| Cargill Foundation | Director | n/d | Non-public board |
| DePaul University | Trustee | n/d | Non-profit governance |
| Children’s Minnesota | Director | n/d | Non-profit governance |
Board Governance
- Independence: The Board determined that Ms. Richo is independent under Nasdaq listing standards .
- Committee roles: Chair, Nominating/Corporate Governance Committee; Members include Frances Arnold, Robert Epstein, Philip Schiller .
- Attendance: Each director attended at least 75% of aggregate Board and committee meetings in fiscal 2024; the Board met 9 times; committees met as follows—Audit 10, Compensation 7, Nominating/Corporate Governance 5, Science & Technology 4 .
- Board leadership and executive sessions: Independent Chair (Scott Gottlieb); executive sessions of independent directors held at regularly scheduled meetings .
- Outside board limits: Policy limits directors to four public company boards including Illumina; additional limits for sitting public-company CEOs .
- Governance guidelines and charters publicly available; committees are 100% independent .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Board Retainer (non-employee director) | $75,000 | Fiscal 2024 policy; unchanged YoY |
| Committee Chair Fee – Nominating/Corporate Governance | $15,000 | Fiscal 2024 schedule; unchanged |
| Committee Member Fee – Nominating/Corporate Governance | $10,000 | Fiscal 2024 schedule |
| 2025 update – Chair of Board cash retainer | $100,000 | Increased from $75,000 effective beginning of fiscal 2025 (Board Chair; informational context) |
| 2025 update – Science & Technology Chair fee | $20,000 | Increased from $15,000 (context) |
| Stock in lieu of cash option | Available | Quarterly issuance mechanics detailed; one director elected in 2024 (Ullem) |
| Director | Fees Earned or Paid in Cash (2024) | Stock Awards (2024 grant-date fair value) | Total |
|---|---|---|---|
| Anna Richo | $46,978 | $300,114 (2,675 RSUs at $112.19) | $347,092 |
Performance Compensation
Illumina does not use performance-based equity for non-employee directors; equity is granted in RSUs on a time-vest basis to align director interests with shareholders.
| Item | Detail |
|---|---|
| Annual RSU grant value | $300,000 (rounded up to nearest share) |
| 2024 RSUs granted to each then-serving director | 2,675 RSUs; value $300,114 based on $112.19 closing price on May 16, 2024 |
| Vesting schedule | RSUs vest on the earlier of first anniversary of grant or day prior to next annual meeting, subject to continued service |
| Settlement election | Director can elect cash, stock, or combination |
| Initial (onboard) RSU grant | One-time RSU valued at $300,000 prorated to next annual meeting; vests in full day prior to next annual meeting |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company board(s) | Exelon Corp. (since 2023) |
| Prior public boards | Adamas Pharmaceuticals (2020–2021), Cytyc Corporation (1998–2003) |
| Interlock/conflict scan | No related-party transactions in fiscal 2024; compensation committee reported no interlocks causing conflicts; directors are independent; outside-board limit policy mitigates overboarding risk . |
Expertise & Qualifications
- Education: B.S. Industrial and Labor Relations (Cornell); J.D. (DePaul) .
- Domain expertise: Global legal, compliance, and regulatory experience across biotech/biopharma/medtech; enhances understanding of legal and regulatory risk as ILMN expands globally .
- Skills matrix: International experience, regulatory experience, life sciences, public company executive, risk oversight/management .
Equity Ownership
| Item | Detail |
|---|---|
| Unvested RSUs outstanding (12/29/2024) | 2,675 RSUs |
| Stock options | None outstanding (vested or unvested) |
| Ownership guidelines | Non-employee directors must hold 5x annual retainer; compliance required within 5 years; unvested RSUs count, PSUs/options do not |
| Anti-hedging/pledging | Directors and executive officers prohibited from short sales, hedging, pledging, derivatives on ILMN stock |
| Beneficial ownership detail | Not disclosed for Ms. Richo in reviewed sections; director-level RSU balances provided . |
Governance Assessment
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Positive signals:
- Independent director and Committee Chair (Nominating/Corporate Governance), indicating strong role in board refresh, evaluations, succession, ESG oversight .
- Adequate attendance (≥75%) in 2024 with structured executive sessions and independent committee composition; clear governance disclosures and committee charters .
- Director pay structure balanced: modest cash retainer/fees plus standardized RSU grants; stock-in-lieu option available; annual grant size consistent with market review and no changes recommended by independent consultant (Aon) .
- No related-party transactions in 2024; compensation committee interlock review identified no conflicts .
- Strong stock ownership, anti-hedging/pledging, and clawback policies align incentives and protect shareholders .
-
Potential watch items (not currently red flags):
- Time commitments across external roles: current public board count is one (Exelon), within Illumina’s policy limit; continued monitoring advisable as responsibilities evolve .
- Director equity is entirely time-based RSUs (no performance conditions); alignment is via ownership guidelines rather than performance metrics—common practice but reduces direct pay-for-performance linkage for directors .
-
Red flags: None identified in reviewed materials (no pledging/hedging allowed; no related-party transactions; attendance thresholds met; compensation capped and externally reviewed) .
Overall, Anna Richo’s profile and roles support board effectiveness in governance, compliance, and risk oversight, with clear independence, appropriate committee leadership, and alignment mechanisms through equity ownership policies and anti-hedging/pledging rules .