The Cigna Group (CI) Proxy Filing summary

Executive summary

• Achieved 2025 revenues of $275 billion (up 11%), net income of $6 billion, and returned $5.2 billion to shareholders through dividends and buybacks.

• Completed $4.9 billion sale of Medicare-related businesses and invested $3.5 billion in Shields Health Solutions to focus on core health services and specialty growth.

• Launched “Commitments to Better” in 2025, focusing on access, support, value, accountability, and transparency, with progress detailed in the inaugural Customer Transparency Report.

• Announced CEO succession: Brian Evanko to become CEO on July 1, 2026, with David Cordani transitioning to Executive Chair.

Voting matters and shareholder proposals

• Election of twelve director nominees for one-year terms.

• Advisory approval of executive compensation (“say-on-pay”).

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026.

• Shareholder proposal to allow action by written consent, which the Board recommends voting against, citing existing rights to call special meetings and concerns about transparency.

Board of directors and corporate governance

• Board composed of diverse, majority-independent directors with expertise in health, finance, technology, and risk.

• CEO succession and board leadership transition planned for 2026; new Lead Independent Director and committee structure changes effective April 2026.

• Committees realigned: Audit & Compliance, Finance & Technology, Corporate Governance, and People Resources, all fully independent.

• Annual board and committee self-evaluations, robust director stock ownership guidelines, and active shareholder engagement.