Summary
Dominion Energy, Inc. (D) filed an 8-K on January 20, 2012, detailing its executive compensation plans for 2012. The company's Compensation, Governance and Nominating Committee approved the 2012 Annual Incentive Plan, which offers performance-based cash awards to officers, with target incentives tied to a percentage of base salary. The funding for this plan depends on consolidated operating earnings, ranging from 0% to 200% of the target, and payouts are further subject to business unit financial, safety, operating, and stewardship goals, with clawback provisions for misconduct. Additionally, the company launched the 2012 Long-Term Incentive Program, consisting of a three-year cliff vesting restricted stock grant and a cash-based performance grant. The performance grant's payout is contingent on relative total shareholder return and return on invested capital by March 2014. This program also includes provisions for clawback of awards in cases of fraud or intentional misconduct impacting financial statements or business operations, aligning executive incentives with company performance and financial integrity.
Key Highlights
- 1Approval of the 2012 Annual Incentive Plan (Plan) for officers, providing performance-based cash awards.
- 2Target incentive percentages for named executive officers range from 90% to 125% of base salary.
- 3Plan funding is based on consolidated operating earnings, with potential payout multipliers from 0% to 200%.
- 4Annual incentive payouts are subject to achieving specific financial, safety, operating, and stewardship goals.
- 5Approval of the 2012 Long-Term Incentive Program (Program) for officers.
- 6The Program comprises a restricted stock grant (3-year cliff vesting) and a cash-based performance grant.
- 7Performance grant payouts are tied to relative total shareholder return and return on invested capital, with a payout date by March 15, 2014.
- 8Both the Plan and Program include provisions for the Committee to claw back awards in cases of fraud or intentional misconduct.