Tammy Romo
TENET HEALTHCAREAbout Tammy Romo
Tammy Romo, age 62, is an independent director of Tenet Healthcare Corporation (THC) and has served on the Board since 2015. She retired in April 2025 as Executive Vice President and Chief Financial Officer of Southwest Airlines Co., and previously held multiple senior finance roles at Southwest; she began her career as an audit manager at Coopers & Lybrand LLP. Romo holds a B.B.A. in accounting from the University of Texas at Austin and is a Certified Public Accountant in Texas .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Southwest Airlines Co. | Executive Vice President & Chief Financial Officer | Retired April 2025; joined Southwest in 1991 | Oversaw corporate strategy, finance, reporting, accounting, IR, treasury, tax, FP&A, and supply chain |
| Southwest Airlines Co. | Senior VP Planning; VP & Controller; VP & Treasurer; Senior Director Investor Relations | Various | Progressive finance leadership roles contributing to enterprise planning, capital and investor communications |
| Coopers & Lybrand LLP | Audit Manager | Pre-1991 | Public company audit and accounting expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| McCombs School of Business, Univ. of Texas at Austin | Advisory Council Member | Current | External academic advisory service |
| Public company boards | — | — | No other public company directorships disclosed for Romo in the proxy |
Board Governance
- Committee assignments: Audit Committee (Chair) and Human Resources Committee member; designated an SEC “audit committee financial expert” (with Fisher and Lynch); financially literate per NYSE standards .
- Independence: The Board affirmatively determined Romo is independent; all committee members (Audit, HR, Governance, ESG, QCE) are independent .
- Attendance/engagement: Board met 6 times in 2024; each director attended at least 75% of aggregate Board and committee meetings. Audit met 8 times; HR met 6 times; QCE met 4 times; Governance met 4 times; ESG met 2 times in 2024 .
- Lead independent director structure: independent lead director with robust responsibilities; regular executive sessions and annual third-party facilitated evaluations .
- Risk oversight focus areas relevant to Audit Chair: financial reporting, disclosure controls, enterprise risk, litigation/regulatory risks, and cybersecurity program oversight with regular updates to the Board .
Fixed Compensation
| Element | Amount/Detail | Source |
|---|---|---|
| Annual cash retainer | $125,000 | |
| Committee chair cash retainer (Audit) | $25,000 | |
| Meeting fees | $2,000 per committee meeting; Board meetings: no fee for first 7, then $3,000 (in-person) or $1,500 (telephonic) for additional meetings | |
| Annual RSU grant | $200,000 grant value; 1,551 RSUs granted in 2024 at $128.98/share on 5/23/2024; vesting on first anniversary unless deferred | |
| Romo 2024 total director pay | Fees earned: $165,500; Stock awards: $200,048; Total: $365,548 |
Performance Compensation
| Component | Design | Performance Metrics |
|---|---|---|
| Director equity (RSUs) | Time-based RSUs that vest on first anniversary (or earlier upon death/disability); settlement may be deferred under Special RSU Deferral Plan; directors may elect to settle up to 37% in cash | No performance metrics for director RSUs; they are time-based only |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| HR Committee interlocks | No HR Committee member was an officer/employee; no related person transactions for HR Committee members; no executive officer of THC served on a board/compensation committee of an entity with executives serving on THC’s Board/HR Committee in 2024 |
| Other public boards held by Romo | None disclosed in proxy |
Expertise & Qualifications
- Financial/accounting depth: Prior CFO of Southwest; extensive oversight of reporting, accounting, investor relations, treasury, tax, FP&A; former audit manager; SEC-designated audit committee financial expert .
- Risk management and controls: Experience in enterprise risk, capital allocation and internal controls; Board values her deep accounting and financial matters understanding and risk management expertise .
Equity Ownership
| Holder | Shares of Common Stock | RSUs included | % of Class | Notes |
|---|---|---|---|---|
| Tammy Romo | 61,280 | 8,829 RSUs included in beneficial ownership | Less than 1% | As of March 3, 2025; directors have no pledged shares; RSUs settle in shares upon termination or scheduled deferral dates |
| Unvested RSUs (as of 12/31/2024) | 1,551 | — | — | For all non-employee directors other than Kerrey; other RSUs held then were fully vested |
| Stock ownership guideline | 5x annual cash retainer within 5 years of joining Board | — | — | All non-employee directors were compliant or within period to comply as of record date |
| Hedging/pledging | Prohibited by policy | — | — | Anti-hedging and anti-pledging policies in place |
Governance Assessment
- Strengths: Independent director; Audit Committee Chair with SEC “financial expert” designation; robust Audit remit including cybersecurity oversight; Board maintains strong governance practices (anti-hedging/pledging, proxy access, majority vote, third-party evaluations); no related-person transactions disclosed; all directors ≥75% attendance in 2024 .
- Alignment: Director compensation balanced between fixed cash and annual RSUs; stock ownership guidelines at 5x cash retainer; compliance reported; RSU deferral available to enhance long-term alignment; no pledging of shares by directors .
- Potential conflicts/RED FLAGS: None identified in proxy disclosures—no related-party transactions requiring disclosure; “overboarding” limits enforced and compliance reviewed annually .