Elevance Health (ELV) Proxy filing summary

Executive summary

• 2025 operating revenue reached $197.6 billion, up 13% from 2024, with operating gain at $7.2 billion and $4.1 billion returned to shareholders via repurchases and dividends.

• Membership ended at 45.2 million, with strong performance in Carelon health services (33% revenue growth, 17% operating gain growth).

• Focus remains on whole health, value-based care, digital tools, and reducing administrative friction.

• Recognized for workplace culture, governance, and sustainability, including Fortune's 100 Best Companies and Newsweek's World's Greenest Companies.

Voting matters and shareholder proposals

• Four proposals: (1) Election of three directors, (2) Advisory vote on executive compensation (Say-on-Pay), (3) Ratification of Ernst & Young LLP as auditor, (4) Shareholder proposal for an independent study on prohibiting corporate contributions to partisan 527 groups.

• Board recommends FOR proposals 1–3 and AGAINST proposal 4.

Board of directors and corporate governance

• Board consists of 12 directors, 11 of whom are independent; diverse in gender, race/ethnicity, age, and skills.

• Annual evaluations, external facilitation, and regular refreshment; two new directors added in the past year.

• Separate CEO and independent Chair; robust committee structure (Audit, Compensation & Talent, Governance, Finance).

• Proxy access, majority voting, no supermajority requirements, and strong shareholder rights.