WOONSOCKET – CVS Health Corp. will add four members to its 12-person board of directors, including Mark T. Bertolini, chairman and CEO of Aetna Inc., and Eva C. Boratto will be promoted from executive vice president, controller and chief accounting officer to executive vice president and chief financial officer, upon CVS Health’s acquisition of Aetna.
CVS Health reported the changes in leadership in a filing with the Securities and Exchange Commission, following the Justice Department’s recent approval of the $68 billion acquisition.
Boratto, 52, joined CVS Health in 2010 as senior vice president, pharmacy benefit manager finance. From 2013 to 2017, Boratto served as senior vice president, controller and chief accounting officer. Boratto has held her current position at CVS Health since March 2017.
Boratto’s annual salary will be increased to $850,000, and her 2018 target annual cash incentive award will be increased to 150 percent of her salary. In addition, she will continue to participate in CVS Health’s equity incentive plans, including annual equity incentive awards and long-term incentive plan awards.
In addition to Bertolini, Edward J. Ludwig, Roger N. Farah and Fernando Aguirre, who are all serving on the board of directors of Aetna, will join the CVS Health board immediately, prior to completion of the acquisition. The new members were required to meet CVS Health’s independence criteria and were selected jointly by Aetna and CVS Health before the acquisition.
Each new member was determined by the board to be “independent” under the Corporate Governance Rules of the New York Stock Exchange and under CVS Health’s Corporate Governance Guidelines. Committee assignments for the new directors have not yet been determined by the board. The new directors will be entitled to the same compensation and benefits as CVS Health’s other nonemployee directors.
Bertolini, 62, has been a director at Aetna since 2010 and is the chairman and CEO of Aetna. He assumed the roles of chairman of Aetna’s board of directors on April 8, 2011, and CEO of Aetna on Nov. 29, 2010. From July 2007 to December 2014, he served as president, responsible for all of Aetna’s businesses and operations.
Ludwig, 67, is the lead director of Aetna’s board of directors and has been a director at Aetna since 2003. He is the former chairman of the board of directors of Becton, Dickinson and Co., a global medical technology company, serving in the position from February 2002 through June 2012. At Becton, Dickinson and Co., he also served as CEO from January 2000 to September 2011, as president from May 1999 to December 2008 and as chief financial officer from January 1995 to May 1999.
Farah, 65, has been a director at Aetna since 2007 and chairman of the board and a director of Tiffany & Co. He served as executive director of Tory Burch LLC, a lifestyle products company, from March 2017 to September 2017, previously serving as co-CEO and director from September 2014 to February 2017. He was former executive vice chairman of Ralph Lauren Corp. from November 2013 to May 2014, was previously president and chief operating officer from April 2000 to October 2013, and was director from April 2000 to August 2014.
Aguirre, 60, has been a director at Aetna since 2011. Aguirre served as president and CEO from January 2004 to October 2012 and as chairman of Chiquita Brands International Inc. from May 2004 to October 2012. Prior to joining Chiquita, Aguirre worked for more than 23 years in brand management, general management and turnarounds at The Procter & Gamble Co.
David M. Denton, CVS Health’s current executive vice president and chief financial officer, will be leaving CVS Health at the close of the acquisition.
CVS Health also announced Shawn M. Guertin will not serve as executive vice president and chief financial officer following the closing of the acquisition but will continue in his planned employment with the company through June 2019, assisting Boratto with integration matters and financial planning strategy.
Rob Borkowski is a PBN staff writer. Email him at Borkowski@PBN.com.
