Lisa Egbuonu-Davis
PhreesiaAbout Lisa Egbuonu-Davis
Independent director (Class II) at Phreesia since 2023; age 67 as of May 14, 2025; current term expires at the 2027 annual meeting . Physician-executive with public health and pharma/diagnostics operating experience: MBA in Health Care Management (Wharton), MD and MPH (epidemiology) from Johns Hopkins; board-certified in pediatrics . Recent operating roles include VP, Medical Innovations at DH Diagnostics (Danaher affiliate) and VP, Global Patient Centered Outcomes & Solutions at Sanofi; also served at times as interim CMO for Danaher subsidiaries .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DH Diagnostics, LLC (Danaher affiliate) | Vice President, Medical Innovations | 2019–2023 | Provided medical advice influencing research, partnerships and investment strategy across Danaher’s diagnostics platform . |
| Danaher subsidiaries | Interim Chief Medical Officer (various) | During 2019–2023 | Interim CMO for certain subsidiaries (operational medical leadership) . |
| Sanofi, Inc. | VP, Global Patient Centered Outcomes & Solutions | 2015–2019 | Led patient-centered outcomes and solutions initiatives . |
External Roles
| Organization | Ticker | Capacity | Notes |
|---|---|---|---|
| Omega Healthcare Investors | NYSE: OHI | Director | REIT focused on skilled nursing facilities . |
| Avanos Medical | NYSE: AVNS | Director | Medical technology company (digestive health and pain) . |
| Johns Hopkins Medicine | — | Board of Trustees | Governance role in academic medical system . |
| JHU School of Education | — | National Advisory Council | Advisory role . |
Board Governance
- Independence: Determined independent under NYSE standards; Phreesia’s board has 7 of 8 independent directors and all key committees are fully independent .
- Committee assignments: Member, Nominating & Corporate Governance Committee; Committee chaired by Mark Smith, with Michael Weintraub as member .
- Attendance and engagement: In FY2025 the board met 4 times; each director attended at least 75% of board and applicable committee meetings; all directors attended the 2024 annual meeting; Nominating & Corporate Governance Committee held 4 meetings .
- Tenure: Director since 2023; Class II seat; term ends 2027 .
- Roles and structure context: Chair and CEO roles are separated (Chair: Michael Weintraub); regular executive sessions and board evaluations conducted annually .
Fixed Compensation
Director pay framework and Lisa’s disclosed compensation.
- Policy: Annual cash board retainer $40,000; Nominating & Corporate Governance Committee member retainer $5,000; annual RSU grant $185,000; optional retainer conversion to unrestricted stock (DSUs) and a DSU deferral program; RSUs vest in full by next annual meeting; director stock ownership guideline: 3× annual cash retainer within 5 years; RSUs accelerate on Sale Event, death or disability .
| Fiscal Year (ended Jan 31) | Cash Fees ($) | Equity Awards ($) | Total ($) |
|---|---|---|---|
| FY2025 | 44,167 | 184,997 | 229,164 |
| FY2024 | 22,040 (prorated) | 362,410 (new-hire plus prorated initial) | 384,450 |
Notes: Cash retainers are paid quarterly and pro-rated; annual equity grant targeted at $185,000; FY2024 equity reflects initial onboarding grants .
Performance Compensation
- Director compensation at Phreesia is not tied to performance metrics; non-employee directors receive fixed cash retainers and time-based RSUs (no PSU/option performance constructs for directors in the policy) .
| Component | Metric design | Targeting / Payout |
|---|---|---|
| Annual equity (RSUs) | Time-based; vests by next annual meeting | Fixed grant value of $185,000; no performance conditions . |
| Cash retainers | Fixed by role/committee | Board: $40,000; NCG member: $5,000; paid quarterly, pro-rated . |
| DSU deferral | Optional deferral of RSUs/converted retainers | Settlement upon board separation or fixed date under the program . |
Other Directorships & Interlocks
- Current public company boards: Omega Healthcare Investors (OHI), Avanos Medical (AVNS) .
- Interlocks/conflicts at Phreesia: No related-party transactions disclosed involving Dr. Egbuonu-Davis in the “Certain Relationships and Related Party Transactions” section; disclosed items relate to other directors (e.g., Jazz Pharmaceuticals via Mark Smith), a family member employment, and the Board Chair agreement .
Expertise & Qualifications
- Medical and public health expertise: MD, MPH (epidemiology); board-certified pediatrician .
- Healthcare operating background: Patient-centered outcomes (Sanofi) and diagnostics strategy/innovation (Danaher affiliate); interim CMO experience .
- Governance credentials: Current director roles at OHI and AVNS; trustee/advisory roles within Johns Hopkins institutions .
Equity Ownership
- Stock ownership guidelines: Directors must hold 3× annual cash retainer within 5 years from March 21, 2023 or appointment date .
- Anti-hedging/pledging: Company policy prohibits hedging and pledging by directors .
| As of Date | Beneficial Shares | Ownership % | Other Holdings |
|---|---|---|---|
| Apr 24, 2025 | 5,419 shares | <1% | RSUs outstanding: 12,720 (as of Jan 31, 2025) . |
Governance Assessment
- Strengths: Independent director with deep clinical and outcomes expertise; appropriate committee placement on Nominating & Corporate Governance; attendance threshold met; no related-party exposures disclosed; compensation aligned with market norms (cash retainer + time-based RSUs); ownership guidelines and anti-hedging/pledging policies support alignment .
- Watch items: Personal ownership is modest to date (5,419 shares) with ongoing accumulation expected via annual RSUs and within 5-year guideline window; monitor future equity accumulation relative to 3× retainer guideline .
- Red flags: None identified in disclosures—no attendance shortfalls, no related-party transactions, no hedging/pledging permitted .
Overall signal: Governance-positive profile—independent, sector-relevant expertise, clean related-party profile, and standard director pay design; monitor equity ownership growth toward policy guideline over the compliance period .