8-KLeadership ChangesExhibits & Filings

DOMINION ENERGY, INC 8-K Report, Executive Changes (Dec 17, 2020)

Filed December 17, 2020For Securities:D

Summary

Dominion Energy, Inc. (D) filed an 8-K on December 16, 2020, detailing significant updates to its executive compensation and retirement plans. The company's Board of Directors adopted a new Deferred Compensation Plan, effective July 1, 2021. This plan allows eligible employees, primarily executive officers and those earning over $290,000 annually, to defer a portion of their salary, bonuses, and long-term incentive awards on a pre-tax basis, with potential company matching contributions similar to its 401(k) plans. Additionally, Dominion Energy amended its New Executive Supplemental Retirement Plan, which had been frozen since October 2019. Key changes include removing the Committee's discretionary power to forfeit accrued benefits except for cause, and restricting eligibility for certain matching contributions to those who do not make excess salary deferrals under the new plan. These changes are aimed at providing enhanced deferred compensation opportunities and clarifying terms for existing retirement benefits for a select group of senior employees.

Key Highlights

  • 1Dominion Energy adopted a new Deferred Compensation Plan, effective July 1, 2021, allowing eligible executives to defer salary, bonuses, and incentive awards.
  • 2The new plan permits deferral of up to 50% of salary (above IRS limits), 100% of annual cash bonuses, and 100% of cash/stock-based long-term incentives.
  • 3Company matching contributions may be provided on excess compensation deferrals, subject to the same vesting as 401(k) plans.
  • 4Eligible participants can elect how their deferred amounts are notionally invested, potentially including a company stock fund.
  • 5Distributions from the new plan will generally be paid in cash (lump sum or up to ten installments) upon separation from service, or as a lump sum during service if elected.
  • 6The New Executive Supplemental Retirement Plan (frozen since Oct 2019) was amended to eliminate certain forfeiture provisions and limit eligibility for specific matching contributions.
  • 7Eligibility for the new Deferred Compensation Plan is restricted to executive officers and employees with salaries exceeding IRS limits ($290,000 for 2021).

Frequently Asked Questions

The primary purpose of the new Dominion Energy, Inc. Deferred Compensation Plan is to provide eligible employees, particularly executives, with an opportunity to defer a portion of their compensation beyond IRS limits on a pre-tax basis, allowing for potential tax-deferred growth and enhanced retirement savings.

Eligibility is determined by the Committee and is currently limited to executive officers of Dominion Energy and any other employee whose annual salary exceeds IRS annual limits, which was $290,000 for 2021.

The amendment removes the Committee's discretionary authority to forfeit accrued benefits except for cause. It also limits eligibility for restoration matching contributions to participants who do not make excess salary deferrals to the new Deferred Compensation Plan, potentially impacting those who opt into the new plan.

Distributions are generally paid in cash upon separation from service, either as a lump sum or up to ten annual installments, based on the participant's election. Participants can also elect lump-sum in-service distributions on a fixed future date.