Pamela Kimmet
About Pamela Kimmet
Pamela O. Kimmet, age 66, is an independent director of Privia Health Group, Inc. (PRVA) since 2023. She is Chief Human Resources Officer of Manulife Financial Corporation (NYSE: MFC) since October 2018, and previously served on Manulife’s Board (March 2016–September 2018). Her prior CHRO roles span Cardinal Health, Coca-Cola Enterprises, Bear Stearns, and Lucent; she also held strategic HR roles at Citigroup and General Motors. She holds an MBA from Michigan State and a B.S. in Industrial & Labor Relations from Cornell University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Manulife Financial Corporation | Chief Human Resources Officer | Oct 2018–present | Oversees HR and communications |
| Cardinal Health, Inc. | CHRO | Not disclosed | Enterprise HR leadership |
| Coca-Cola Enterprises | CHRO | Not disclosed | Enterprise HR leadership |
| The Bear Stearns Companies | CHRO | Not disclosed | Enterprise HR leadership |
| Lucent Technologies | CHRO | Not disclosed | Enterprise HR leadership |
| Citigroup; General Motors | Strategic HR roles | Not disclosed | Strategic HR and talent |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Manulife Financial Corporation | Director | Mar 2016–Sep 2018 | Board service |
| Perspecta, Inc. | Director; Chair, Management & Compensation Committee | Until May 2021 | Committee chair until acquisition by Veritas Capital |
| HR Policy Association | Chair | Not disclosed | Industry HR policy leadership |
| Cornell CAHRS; USC Center for Executive Succession; National Academy of Human Resources | Board member | Not disclosed | Governance and succession expertise |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Independence: Board determined Kimmet is “independent” under SEC/Nasdaq rules .
- Attendance: Board held 5 meetings in 2024; each incumbent director attended more than 75% of Board and relevant committee meetings; all directors attended the May 2024 annual meeting .
- Committee activity: Compensation Committee met 5 times in 2024; Nominating & Corporate Governance Committee met 5 times in 2024 .
- Leadership: Independent Chair of the Board (David King); Board/committees meet regularly in executive session .
- Anti-hedging/pledging: Directors are prohibited from hedging or pledging Company securities .
Fixed Compensation
| Component | Amount/Policy | 2024 Kimmet Amount |
|---|---|---|
| Annual Board retainer (non-employee directors) | $75,000 cash per year | $75,000 cash |
| Committee chair fees | Compensation Chair: $20,000; Audit Chair: $25,000; Compliance Chair: $17,500; Nominating Chair: $15,000 | $20,000 cash (Comp Committee Chair) |
| Meeting fees | Not disclosed | Not disclosed |
| Total cash fees (2024) | — | $95,000 |
Performance Compensation
| Component | Grant Basis | Value/Units | Vesting/Performance |
|---|---|---|---|
| Annual director RSUs | $200,000 divided by 30-day trailing average stock price on grant date | 2024 grant fair value: $182,879 (Kimmet) | Time-based RSUs; performance conditions not disclosed for directors |
As Compensation Committee Chair, Kimmet oversees NEO incentive design. 2024 PSU metrics and thresholds (executive program) were: | Metric | Threshold | Target | Maximum | |---|---|---:|---:| | Practice Collections (cumulative over 2024–2026) | 85% of target → 50% vest | 100% → 100% vest | 115% → 200% vest | | Adjusted EBITDA (cumulative over 2024–2026) | 75% of target → 50% vest | 100% → 100% vest | 125% → 200% vest | | TSR Modifier (vs S&P Healthcare Services Select Industry Index over 3 years) | <25th percentile: −15%; 25th–75th: no change; >75th: +15% (cap 200%) |
Compensation consultant and peer group:
- Independent consultant: Korn Ferry engaged by Compensation Committee; independence affirmed; no conflicts of interest .
- 2024 executive compensation peer group included Accolade, Agilon, Alignment, Astrana, Clarivate, Evolent, GoodRx, Health Catalyst, HealthEquity, LifeStance, Oscar, Phreesia, Premier, Surgery Partners, Teladoc (full list in table below) .
| 2024 Executive Compensation Peer Group |
|---|
| Accolade; Agilon Health; Alignment Healthcare; Astrana Health; Evolent Health; Clarivate (f/k/a MultiPlan); GoodRx; Health Catalyst; HealthEquity; LifeStance; Oscar Health; Phreesia; Premier; Surgery Partners; Teladoc |
Other Directorships & Interlocks
- Current public company directorships: None disclosed for Kimmet (current external role is CHRO at Manulife) .
- Past public boards: Manulife (2016–2018); Perspecta (Chair, Management & Compensation Committee; until May 2021) .
- Interlocks: Proxy states there were no Compensation Committee interlocks involving PRVA executives; no related-party transactions involving Kimmet disclosed .
Expertise & Qualifications
- Human capital and executive compensation leadership; governance; succession; healthcare industry experience .
- Board skills matrix lists human capital/executive compensation and corporate governance among Board capabilities; Kimmet’s biography substantiates these domains .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (Kimmet) | 6,189 shares; <1% of outstanding |
| Unvested RSUs (as of 12/31/2024) | 11,124 RSUs |
| Director stock ownership guideline | 5x annual cash Board retainer; compliance expected by 5th anniversary of election; all directors are in compliance or within the five-year window |
| Anti-hedging/pledging | Hedging and pledging prohibited |
Governance Assessment
-
Strengths:
- Independent director; Chair of Compensation Committee with deep HR/executive pay expertise; independent consultant oversight and robust use of performance metrics for NEOs (Practice Collections, Adjusted EBITDA, TSR) .
- Solid attendance (≥75%) and active committee cadence (Comp/Nominating each met 5x in 2024); independent Board Chair; regular executive sessions .
- Alignment policies: 5x retainer ownership guideline; anti-hedging/pledging; no related-party transactions disclosed involving Kimmet .
- Director compensation mix emphasizes equity (2024: $95k cash; $182,879 RSUs) supporting alignment .
-
Potential watch items:
- External executive role (Manulife CHRO) could constrain time, but PRVA limits outside board service (≤3 boards for outside directors; stricter limits for public-company CEOs) and attendance thresholds were met .
- Classified Board structure persists, though investors were generally supportive given PRVA’s stage; continued monitoring of shareholder feedback advisable .
-
Red flags: None disclosed for Kimmet regarding related-party transactions, pledging, hedging, or attendance lapses; Compensation Committee interlocks and consultant conflicts not present .