Marlene Debel - Executive Vice President and Chief Risk Officer | METLIFE (MET) Executive Profile & Compensation

About Marlene Debel

Executive Vice President, Chief Risk Officer (CRO) of MetLife, Inc., and Head of MetLife Insurance Investments (MII). Age 57 as of the 2023 Form 10-K; CRO since May 2019 and added Head of MII in September 2023, with prior MetLife roles spanning Treasurer, U.S. Business CFO, and Head of Retirement & Income Solutions . Pay-for-performance alignment is strong: Performance Shares pay out on a 3-year framework equally weighted between Adjusted ROE vs Business Plan and TSR vs peers, with the 2022–2024 performance factor at 114.3% (above target), and MetLife delivered 13.8% Core Adjusted ROE in 2023 within its 13–15% target range . As CRO/Head of MII, Debel led AI guardrail policies, global investigations framework, and investment analytics enhancements—critical for risk-adjusted value creation across market cycles .

Past Roles

Organization	Role	Years	Strategic Impact
MetLife, Inc.	EVP & CRO	May 2019 – Aug 2023	Enterprise risk oversight; maintained key risk metrics; enhanced non-financial risk controls; scenario planning
MetLife, Inc.	EVP & CRO; Head of MII	Sep 2023 – present	Launched Global Responsible AI policy; built global investigations framework; strengthened asset optimization and investment analytics
MetLife, Inc.	EVP & Head, Retirement & Income Solutions (RIS)	Mar 2018 – May 2019	Led RIS franchise prior to CRO role; capital deployment and risk-return alignment (context from role transitions)
MetLife, Inc.	EVP & CFO, U.S. Business	Jul 2016 – Mar 2018	Financial leadership for U.S. segment; improved risk-return oversight
MetLife, Inc.	EVP & Treasurer	Jun 2011 – Jul 2016	Capital markets, liquidity, and capital structure management

External Roles

No external public company board roles are disclosed in MetLife’s executive officer biographies for Debel in the company’s Form 10-Ks (roles listed are internal to MetLife) .

Fixed Compensation

Metric	2023	2024
Base Salary ($)	747,917	815,000
Annual Cash Incentive (AVIP) Paid ($)	1,800,000	2,000,000
Stock Awards ($, grant-date fair value ASC 718)	2,514,875	2,125,006
Option Awards ($, grant-date fair value ASC 718)	291,935	306,558
Change in Pension Value ($)	270,014	271,475
All Other Compensation ($)	102,129	122,796
Total ($)	5,726,870	5,640,835

Base salary increase endorsed for Debel in 2024 was $20,000, reflecting performance, responsibilities, and market competitiveness .

Compensation Committee “performance-year” decisions (pay mix view):

Component	2023 (made in 2024)	2024 (made in 2025)
Base Salary Earned ($)	747,917	815,000
AVIP Award ($)	1,800,000	2,000,000
LTI Granted ($)	2,750,000	3,500,000
Total Compensation ($)	5,297,917	6,315,000

Performance Compensation

Annual Incentive (AVIP) Design Linkage

AVIP funding based primarily on Adjusted Earnings versus Business Plan; administered under MetLife’s 2015 Stock and Incentive Plan, with non-formulaic individual awards and CRO risk review to mitigate excessive risk-taking .

Equity Awards Granted (2024)

Grant Type	Grant Date	Shares/Units	Exercise Price	Grant-Date Fair Value ($)
Performance Shares (Threshold/Target/Max)	Feb 27, 2024	6,958 / 27,835 / 48,711	—	1,749,986
Restricted Stock Units (RSUs)	Feb 27, 2024	5,965	—	375,020
Stock Options	Feb 27, 2024	17,896	69.16	306,558

Vesting terms:

RSUs generally vest in thirds on the first business day of March following each of the first three anniversaries; a special one-time RSU grant on Aug 31, 2023 vests entirely on its third anniversary .
Stock options vest one-third per year over three years and expire 10 years from grant .

Performance Share Metrics and Outcomes

Metric	Weighting	Target/Framework	Actual/Payout	Vesting
Adjusted ROE vs Business Plan	50%	2024–2026 goal established within 15–17% range; threshold 80% of goal; max 120%; linear interpolation; cap 175% per metric	2022–2024 Performance Shares settled at 114.3% of target (overall performance factor)	3-year performance; 2022–2024 award vested Dec 31, 2024
TSR vs TSR Peer Group	50%	Relative TSR vs global insurance peers; overall safeguard caps payout at 100% if Company TSR is zero or negative	Included in 114.3% overall performance factor for 2022–2024	3-year performance; 2022–2024 award vested Dec 31, 2024

Realized in 2024 (liquidity/pressure signals):

Action	Amount
Options Exercised (Shares / Value)	22,810 / $995,147
Stock Vested (Shares / Value)	33,792 / $2,701,692

Equity Ownership & Alignment

Ownership Item	Amount
Common Stock Owned	107,642
Exercisable Stock Options (within 60 days of Mar 31, 2025)	95,274
Total Beneficial Ownership	202,916; <1% of class
Deferred Shares Beneficially Owned	0
Outstanding Unvested RSUs (Dec 31, 2024)	19,331; Market Value $1,582,822
Outstanding Unearned Performance Shares (Dec 31, 2024)	93,967; Market/Payout Value $7,694,018

Alignment policies:

Executives at SVP+ must meet share ownership guidelines; hedging and pledging of Company stock are prohibited, supporting alignment and reducing leverage risk .

Employment Terms

Provision	Key Terms
Employment contracts (U.S.-based execs)	MetLife does not offer employment contracts to U.S.-based executive officers .
Severance (no change-in-control)	Officer-level program: 28 weeks base salary + 1 week per year of service up to 52 weeks; outplacement provided; halved for performance-related terminations .
Change-in-control (CIC) – severance eligibility	Double trigger via Executive Severance Plan: 2× (base salary + average AVIP over prior 3 fiscal years), single lump sum; benefits continuation up to 3 years; modified cap (no excise tax gross-up) .
CIC – vesting of LTI	Alternative/substitute awards may be provided; no single-trigger vesting if substitutes remain subject to vesting; death triggers immediate vesting .
Clawback	Performance-based and incentive-based recoupment policies; for executive officers, recovery of erroneously awarded compensation in certain restatements regardless of fault; policy filed with 2024 Form 10-K .
Restrictive covenants	Forfeiture for violations including non-disparagement, protection of property, interference with business, soliciting employees, and (for executive officers) competing with MetLife .

Hypothetical payments (Trigger Date: last business day of 2023, share price $66.13):

Scenario	Accelerated Options ($)	Issuance of Shares for Awards ($)	Severance Pay ($)	Benefits Continuation ($)	Pro-Rata Delivery ($)
Death	45,458	4,593,587	—	—	—
Severance-Eligible (No CIC)	—	—	615,385	3,071	—
CIC (No Alternative Award)	45,458	4,593,587	—	—	—
CIC Severance-Eligible Termination	—	—	3,486,587	101,100	—

Investment Implications

Pay-for-performance rigor and risk discipline: Equity LTI dominated by Performance Shares (with equal weighting of Adjusted ROE and TSR), a stringent TSR negative cap, and robust CRO oversight and clawbacks—reducing incentive for excessive risk-taking and aligning outcomes with shareholders across cycles .
Retention and selling pressure: Significant scheduled vesting and option exercises in 2024 ($2.70M vested value; ~$1.0M option exercise value) suggest predictable liquidity windows; however, strict pledging/hedging prohibitions and ownership guidelines mitigate misalignment and leverage risks .
CIC economics: Double-trigger structure with 2× cash cap, benefits continuation, and no tax gross-ups keeps CIC costs controlled versus peers—limiting downside for shareholders while maintaining competitive retention protection .
Execution track record: 2022–2024 Performance Shares paid at 114.3% of target, and CRO-led initiatives in AI governance and investigations bolster control environment—supporting confidence in risk-adjusted growth under MetLife’s New Frontier plan (15–17% Adjusted ROE target range) .

Overall: Debel’s incentives and governance guardrails strongly align with long-term shareholder value, with limited CIC and perquisite risk, and predictable equity vesting cadence that can inform trading timing around delivery/exercise events .