8-KLeadership Changes

CMS ENERGY CORP 8-K Report, Executive Changes (May 1, 2017)

Filed May 1, 2017For Securities:CMSCMS-PCCMSACMSCCMSD

Summary

CMS Energy Corporation (CMS) and its subsidiary Consumers Energy Company announced significant management changes effective May 1, 2017, via an 8-K filing. Notably, Thomas J. Webb transitions to Vice Chairman until his retirement on November 1, 2017, a move that signals a planned leadership succession. Rejji P. Hayes has been appointed as the new Executive Vice President and Chief Financial Officer (CFO) for both entities. Mr. Hayes brings extensive financial leadership experience from previous roles at ITC Holdings Corp. and Exelon Corporation, including expertise in financial strategy, capital raising, and mergers & acquisitions.

Key Highlights

  • 1Rejji P. Hayes appointed Executive Vice President and Chief Financial Officer (CFO) of CMS Energy and Consumers Energy.
  • 2Thomas J. Webb transitions to Vice Chairman until his retirement on November 1, 2017.
  • 3Mr. Hayes has a strong financial background, including CFO role at ITC Holdings Corp. and experience at Exelon Corporation.
  • 4Mr. Hayes's compensation package includes a $600,000 base salary, a 70% target incentive award, and significant long-term incentives.
  • 5New CFO receives a $1,000,000 restricted stock grant (part of 2018 compensation review) and $1,250,000 in tenure-based restricted stock vesting after three years.
  • 6Mr. Hayes also receives a $775,000 cash sign-on incentive, with clawback provisions for a portion of it.
  • 7Mr. Hayes has no prior relationship with CMS Energy or Consumers Energy.

Frequently Asked Questions

Rejji P. Hayes has been appointed as the new Executive Vice President and Chief Financial Officer for both CMS Energy Corporation and Consumers Energy Company, effective May 1, 2017.

Mr. Hayes will receive an annual base salary of $600,000, a standard incentive compensation plan award of 70% of his base salary, a $1,000,000 long-term incentive grant of restricted stock (part of the 2018 compensation review), $1,250,000 in tenure-based restricted stock vesting after three years, and a $775,000 cash sign-on incentive, with clawback provisions on $750,000 of that amount.

Thomas J. Webb is transitioning from his previous role to Vice Chairman, reporting to the CEO, until his planned retirement on November 1, 2017. This indicates a planned leadership transition within the executive team.

No, the filing explicitly states that Mr. Hayes has no prior relationships with CMS Energy or Consumers Energy, and his appointment was made without any pre-existing arrangements.