Independent
Tenure on this board
6.5 yrs
Also a director at
Energizer Holdings Inc (ENR)
12 nominees · 3 ballot items.
Election of 12 directors; advisory approval of executive compensation (say-on-pay); ratification of PwC as independent registered public accounting firm for 2026.
Election of twelve directors to serve until the next annual meeting; nominees include 11 independent directors and the Company’s chairman, president and CEO.
Non-binding advisory vote to approve the compensation of the Named Executive Officers as disclosed in the proxy statement.
This management proposal asks shareholders to cast a non-binding advisory vote to approve the compensation of the Named Executive Officers (NEOs) as disclosed in the proxy materials. Management seeks shareholder endorsement to confirm that the company’s compensation philosophy—to provide market-competitive pay aligned to utility peers, with a heavy emphasis on performance-based short- and long-term incentives—is appropriate. Context includes the Company’s use of multiple performance metrics (EPS, safety, operational metrics, customer measures, TSR relative to peers, and an Energy Transition metric) and recent strong operational and financial results including significant capital investments and dividend increases. The Board and Human Resources Committee recommend a FOR vote, citing alignment between pay and performance, disclosed clawback provisions, share ownership requirements, and independent consultant support. The recommendation notes the say-on-pay was strongly supported in 2025 (~95% support), and management will consider shareholder feedback though the vote is advisory.
Ratify the Audit and Risk Committee’s appointment of PwC as the company’s independent registered public accounting firm for fiscal year 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | PRICE T ROWE ASSOCIATES INC /MD/ | 7.57% | 20,962,510 | $2.3B |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 6.48% | 17,925,853 | $2.0B |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.72% | 15,836,894 | $1.7B |
| 4 | STATE STREET CORP | 5.39% | 14,929,384 | $1.6B |
| 5 | BlackRock, Inc. | 3.78% | 10,472,933 | $1.2B |
| 6 | T. Rowe Price Investment Management, Inc. | 2.72% | 7,534,288 | $828M |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 2.44% | 6,761,885 | $740M |
| 8 | BlackRock, Inc. | 2.24% | 6,199,066 | $681M |
| 9 | AMERIPRISE FINANCIAL INC | 2.05% | 5,678,422 | $624M |
| 10 | FRANKLIN RESOURCES INC | 2.01% | 5,552,826 | $610M |
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