CI DEF 14A DEF-14A Report March 17, 2023 | Alphaminr
Cigna Corp

CI DEF 14A Report ended March 17, 2023

TABLE OF CONTENTS
PROXY STATEMENT SUMMARY CORPORATE GOVERNANCE MATTERS ELECTION OF DIRECTORS (PROPOSAL 1) DIRECTOR EXPECTATIONS AND QUALIFICATIONS NOMINATION PROCESS PROCESS FOR DIRECTOR ELECTIONS COMMITMENT TO BOARD DIVERSITY OTHER PRACTICES BOARD OF DIRECTORS NOMINEES CORPORATE GOVERNANCE POLICIES AND PRACTICES DIRECTOR INDEPENDENCE BOARD LEADERSHIP STRUCTURE BOARD EVALUATIONS AND BOARD EFFECTIVENESS RESPONSIBILITIES OF THE BOARD BOARD MEETINGS AND COMMITTEES CODES OF ETHICS ESG HUMAN CAPITAL MANAGEMENT THE CIGNA FOUNDATION ANNUAL POLITICAL CONTRIBUTIONS AND LOBBYING ACTIVITY REPORT CERTAIN TRANSACTIONS NON-EMPLOYEE DIRECTOR COMPENSATION OVERVIEW DIRECTOR COMPENSATION PROGRAM DIRECTOR COMPENSATION TABLE FOR 2022 DIRECTOR OWNERSHIP COMPENSATION MATTERS ADVISORY APPROVAL OF EXECUTIVE COMPENSATION (PROPOSAL 2) ADVISORY APPROVAL OF THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION (PROPOSAL 3) COMPENSATION DISCUSSION AND ANALYSIS EXECUTIVE SUMMARY PROCESSES AND PROCEDURES FOR DETERMINING EXECUTIVE COMPENSATION EXECUTIVE COMPENSATION POLICIES AND PRACTICES ELEMENTS OF COMPENSATION EMPLOYMENT ARRANGEMENTS AND POST-TERMINATION PAYMENTS OTHER PRACTICES REPORT OF THE PEOPLE RESOURCES COMMITTEE EXECUTIVE COMPENSATION TABLES 2022 SUMMARY COMPENSATION TABLE GRANTS OF PLAN-BASED AWARDS IN 2022 OUTSTANDING EQUITY AWARDS AT YEAR-END 2022 OPTION EXERCISES AND STOCK VESTED IN 2022 PENSION BENEFITS FOR 2022 NONQUALIFIED DEFERRED COMPENSATION FOR 2022 POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE OF CONTROL AUDIT MATTERS RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PROPOSAL 4) REPORT OF THE AUDIT COMMITTEE GOVERNANCE PROPOSAL APPROVAL OF AN AMENDMENT TO OUR RESTATED CERTIFICATE OF INCORPORATION (PROPOSAL 5) SHAREHOLDER PROPOSALS SHAREHOLDER PROPOSAL SPECIAL SHAREHOLDER MEETING IMPROVEMENT (PROPOSAL 6) SHAREHOLDER PROPOSAL POLITICAL CONTRIBUTIONS REPORT (PROPOSAL 7) OWNERSHIP OF THE CIGNA GROUP COMMON STOCK STOCK HELD BY DIRECTORS, NOMINEES AND EXECUTIVE OFFICERS STOCK HELD BY CERTAIN BENEFICIAL OWNERS ANNUAL MEETING INFORMATION ANNEX A NON-GAAP FINANCIAL INFORMATION A-1APPENDIX A CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION AA-1