8-KLeadership ChangesRegulation FDExhibits & Filings

Elevance Health, Inc. 8-K Report, Executive Changes (Aug 8, 2023)

Filed August 8, 2023For Securities:ELV

Summary

Elevance Health, Inc. (ELV) announced a significant leadership change in its finance department via an 8-K filing on August 8, 2023. Mark Kaye has been appointed as the new Executive Vice President and Chief Financial Officer (CFO), effective November 1, 2023. Mr. Kaye will join the company as CFO Designate on September 6, 2023, preparing for his transition into the CFO role. This appointment follows the retirement of John Gallina, who has served the company for nearly three decades and will transition to a Special Advisor to the CEO role. Mr. Kaye brings extensive financial leadership experience from his previous roles at Moody's Corporation and Massachusetts Mutual Life Insurance Company, among others. In addition to the leadership transition, Elevance Health reaffirmed its full-year 2023 net income guidance. The company expects net income to be greater than $29.09 per share, with approximately $3.76 per share attributed to unfavorable items. Excluding these items, the adjusted net income guidance remains strong, expected to be greater than $32.85 per share. This reaffirmation of guidance suggests continued confidence in the company's financial performance for the remainder of the fiscal year.

Key Highlights

  • 1Mark Kaye appointed as Executive Vice President and Chief Financial Officer (CFO), effective November 1, 2023.
  • 2John Gallina, current CFO, to retire from his role after nearly 30 years and will serve as Special Advisor to the CEO.
  • 3Mr. Kaye joins from Moody's Corporation where he served as EVP and CFO.
  • 4Mr. Kaye's compensation package includes a base salary of $900,000, a target annual incentive bonus of 120%, and substantial long-term incentive awards totaling $5,500,000 annually starting in 2024.
  • 5One-time equity awards totaling $11,700,000 are granted to Mr. Kaye to compensate for forfeited unvested equity and provide a prorated 2023 incentive.
  • 6A one-time cash award of $2,500,000 is provided to Mr. Kaye, subject to clawback provisions if he voluntarily resigns or is terminated for cause within three years.
  • 7Elevance Health reaffirms its full-year 2023 net income guidance: greater than $29.09 per share (including ~$3.76 in unfavorable items), and adjusted net income greater than $32.85 per share.

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