Our Board of Directors believes that sound principles of corporate governance are a key element of our business, and as such the Board is deeply involved in providing continuing insight and clarity into our governance process. We have provided links to various documents that govern the conduct of our business.
Our Corporate Governance Guidelines (PDF file) are intended to clearly communicate the methods by which our Board of Directors intends to execute its responsibilities as it supports the conduct of our business.
The Board of Directors has four committees: an Audit Committee (PDF file), a Corporate Governance Committee (PDF file), a Compensation Committee (PDF file), and a Compliance Committee (PDF file). Our committees consist of the following members:
| ||Audit Committee||Compensation Committee||Compliance Committee||Corporate Governance Committee|
|Gary G. Benanav|| || ||
|Maura C. Breen|| ||
|| || |
|William J. DeLaney||
|| || |
|Nicholas J. LaHowchic|| || ||
|Thomas P. Mac Mahon|| || || ||
|| || || |
|Woodrow A. Myers Jr., M.D.|| ||
|John O. Parker, Jr. ||
|| || |
|Samuel K. Skinner|| || || ||
|| || ||
|William L. Roper, MD, MPH|| || ||
We have adopted a policy regarding Directors' Compensation and Stock Ownership Guidelines (PDF file) which sets out how our non-employee directors are compensated for their service, as well as their expected ownership of Express Scripts stock.
As part of our compensation program, we customarily
grant equity awards to members of senior management and other employees. The Compensation
and Development Committee has adopted an Equity Award Policy (PDF file) which sets
out our policy regarding grant approvals and for establishing the grant date for
We also have a formal Code of Ethics (PDF file). This Code
applies to all of our employees, directors, officers, agents, and consultants.
We have also established a compliance program that is intended to ensure that
we have in place policies and systems designed to prevent and detect violations
of the Code or any applicable law, policy or regulations.
any concerns about financial reporting and accounting, internal controls or auditing
matters to the Audit Committee. All concerns will be reviewed
and addressed promptly.
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