Utilities & Power

Research evidence excerpt

Utilities & Power

Utilities

Utilities & Power June 30, 2026

Power and money; Wolfe annual proxy review Ex. 1: CEO Summary Data

Our annual review of utility CEO pay and ownership. This report highlights utilities'

CEO pay, incentives, stock ownership, change of control info, and much more. Similar

to last year, IPPs VST and TLN stick out for CEO ownership with the alignment of high

inside ownership and direct tie to stock price gains. Overall, median CEO pay grew

more than their stock prices – 15% vs 12% – and utilities underperformed the S&P

500 too. Most utilities' comp is well aligned with financial goals like EPS and L-T TSR,

but the bar for incentive pay is set surprisingly low by some companies. We noticed

a move away from ESG/DEI goals to more operational/financial objectives. We were

surprised to see little focus on affordability metrics.

CEO stock ownership – VST CEO ($238M) maintains the top spot for stock ownership

despite exercising 988K of expiring options in 2025. TLN has a uniquely direct stock-

tied comp plan where Mac and team received a certain % of value above stock Source: Wolfe Research

price thresholds. The first plan vested this year and was 60% cash settled and the

remaining will be 50% cash settled if achieved. The $434M change of control reflects

the approx. total value and the $139M CEO ownership reflects our estimate of stock

settled piece. ETR CEO Drew Marsh leads the utility CEOs with an impressive $92M.

Stock option grants have driven ETR and others near the top of the list like NEE Steve Fleishman

($72M), SRE ($59M), EIX ($51M) and EMA ($48M). SRE and EIX would have been sfleishman@wolferesearch.com (646) 582-9241

much higher if not for CA valuation discounts. The list of CEOs whose annual pay is View Steve’s Research