Ellen Ochoa
About Ellen Ochoa
Ellen Ochoa, age 66, has served as an independent director of Service Corporation International (SCI) since 2015. She is the former Director of NASA’s Johnson Space Center and brings deep technology and government/regulatory expertise; she currently chairs SCI’s Compensation Committee and sits on the Investment Committee. Her education includes MS and PhD credentials in Electrical Engineering, with studies at San Diego State University and Stanford University, reflecting a highly technical background suited for oversight of complex systems and cybersecurity risk. She is also a current public company director at NVIDIA, augmenting her technology governance credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NASA Johnson Space Center | Director | 2013–2018 | Led large-scale operations, strategic planning, capital allocation |
| NASA Johnson Space Center | Astronaut | 1990–2012 | Senior leadership, personnel development; first Hispanic female astronaut; ~1,000 hours in space |
| NASA Ames Research Center | Branch Chief & Research Engineer | 1988–1990 | Technology leadership |
| Sandia National Laboratories | Researcher | 1985–1988 | Advanced engineering research |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| NVIDIA | Director | Current | Public company board |
| SRI International | Director | Current | Non-profit research institute governance |
| National Academy of Engineering | Member | Current | Technical leadership recognition |
| Mutual of America | Director | Current | Financial services oversight (mutual company) |
| Gordon and Betty Moore Foundation | Director | Current | Philanthropy governance |
| Manned Space Flight Education Foundation | Director Emerita, former Vice Chair | Former | Education and outreach governance |
| Federal Reserve Bank of Dallas | Former Director (Houston Branch) | Former | Financial system oversight experience |
| Stanford University | Former Board of Trustees Member | Former | Academic governance |
| National Science Board | Former Chair, Board Governance | Former | Policy and governance leadership |
Board Governance
- Independence and tenure: Independent director since 2015; one of 9 independent nominees; board targeted 90% independent post-2025 meeting .
- Committees and 2024 engagement:
- Compensation Committee: Chair; 4 meetings; committee attendance 100% (strong engagement signal); fully independent membership .
- Investment Committee: Member; 4 meetings; committee attendance 100%; oversight of preneed/perpetual care trust funds and insurance provider transition .
- Overall board/committee activity: Board held 6 meetings with 97% combined attendance; each committee had at least 94% attendance, highlighting strong board effectiveness .
- ESG and risk oversight: Nominating & Corporate Governance Committee (NCGC) oversees ESG; Audit Committee oversees cybersecurity; board refreshed leadership with lead independent director and female committee chairs (Audit, Investment) .
Fixed Compensation
| Component (Directors) | Amount | Notes |
|---|---|---|
| Annual cash retainer (2024) | $92,500 | Retainer increased to $100,000 effective Nov 15, 2024; 2024 total reflects partial year |
| Compensation Committee Chair fee | $20,000 | Chair premium |
| Total cash earned (Ochoa, 2024) | $112,500 | Retainer + Chair fee |
| Annual stock grant (target) | $180,000 | Increased to $190,000 effective Nov 15, 2024; 2024 grant reported at $180,052 |
| Total 2024 director compensation (Ochoa) | $292,552 | Cash $112,500 + Stock Awards $180,052 |
Performance Compensation
As Compensation Committee Chair, Ochoa oversees SCI’s pay-for-performance architecture for NEOs. Key metrics and structures:
| Plan | Metric | Definition / Focus |
|---|---|---|
| Annual Incentive (Cash) | Normalized EPS | Earnings growth via revenue and scale |
| Annual Incentive (Cash) | Normalized FCF per Share | Cash generation via EPS growth, working capital, maintenance capex |
| Annual Incentive (Cash) | Comparable Preneed Production | YoY % change in preneed funeral + cemetery sales at same-store locations (US/Canada) |
| Annual Incentive (Modifier) | Google Star Ratings | Customer satisfaction modifier (ESG-linked) |
| Long-Term Incentive (Equity) | Relative TSR vs S&P MidCap 400 | 3-year TSR performance; 2022–2024 settled at 125% factor |
| Long-Term Incentive (Modifier) | Normalized ROE floor | ROE benchmark floor tied to S&P MidCap 400 |
Program safeguards and governance:
- Clawback policy adopted in 2023 for executive incentive compensation tied to restatements; no indemnity allowed .
- No tax gross-ups; anti-hedging and anti-pledging; no option repricing; removed single-trigger vesting for equity awards granted starting 2022 .
- 2024 say-on-pay support: 83.2% approval, indicating investor endorsement of the program .
Other Directorships & Interlocks
- Current public board: NVIDIA (technology); no disclosed related-party transactions between SCI and NVIDIA in proxy materials; SCI adopted limits on director service on public company boards and audit committees in 2024 to mitigate overboarding risk .
- Compensation Committee interlocks: None—no members (including Ochoa) had relationships requiring disclosure; all independent .
Expertise & Qualifications
- Technology and cybersecurity oversight capability from NASA leadership; strong government/regulatory experience and strategic planning background .
- Capital allocation and large-project governance experience; extensive board governance across public, private, and non-profit entities .
Equity Ownership
- Beneficial ownership: 45,846 SCI shares (as of Sept 4, 2025), estimated value ~$3.7–$4.0 million based on contemporaneous prices; derived from SEC filings aggregated by GuruFocus .
- Director ownership guideline: Encouraged to hold ≥$500,000 within five years; for 2025, minimum shares 6,265 at $79.82; as of March 11, 2025, 100% of directors exceeded guideline levels (alignment positive) .
- Hedging/pledging: Prohibited for officers and directors (alignment safeguard) .
Insider Trades (Recent)
| Date | Form | Transaction | Details |
|---|---|---|---|
| 05/08/2025 | Form 4 | Reported transaction(s) | Filed; details in SEC index |
| 08/27/2025 | Form 4 | Reported transaction(s) | Filed; attorney-in-fact signature noted |
| 09/08/2025 | Form 4 | Reported transaction(s) | Filed; earliest transaction 06/30/2025 per filing |
| 08/26/2024 | Form 4 | Reported transaction(s) | Filed; attorney-in-fact signature |
| 08/26/2025 | Insider Transactions (SCI site) | Sell | 2,514 shares at $79.41 (company investor site) |
Note: Filings indicate routine sell transactions; no pledging disclosed and hedging prohibited by policy .
Governance Assessment
- Strengths:
- Independent director with robust technical and regulatory credentials; chairs Compensation Committee with full 2024 attendance (board effectiveness) .
- Clear pay-for-performance architecture with rigorous metrics, clawback policy, and shareholder-friendly practices (no gross-ups, no option repricing, anti-hedging/pledging, removal of single-trigger change-in-control) .
- Strong director ownership alignment; all directors exceeded guideline levels; ongoing shareholder outreach (≈60% of float engaged pre-AGM) and solid say-on-pay support (83.2%) .
- Watch items:
- Multiple external commitments (including NVIDIA) may raise overboarding concerns generally; SCI adopted limits on public board/audit committee service to mitigate this risk .
- Insider sales in 2025–2024 appear routine, but ongoing monitoring recommended for unusual patterns or Rule 144 activity; current policies prohibit hedging/pledging (reducing alignment risks) .
Overall, Ochoa’s profile supports investor confidence: independent leadership of the Compensation Committee, high engagement, strong alignment frameworks, and credible technical oversight experience.