8-KLeadership Changes

EVERSOURCE ENERGY 8-K Report, Executive Changes (Feb 19, 2008)

Filed February 19, 2008For Securities:ES

Summary

Eversource Energy (formerly Northeast Utilities) announced on February 19, 2008, that its Compensation Committee approved the 2008 Annual Incentive Program and the 2008-2010 Long-Term Incentive Program. These programs are designed to incentivize Named Executive Officers (NEOs) through cash bonuses and equity awards based on the company's financial and operational performance. The annual program focuses on achieving adjusted net income targets and other key performance indicators, with potential payouts up to double the target for superior performance. The long-term program, spanning three years, combines Restricted Stock Units (RSUs) and performance cash grants. The goal is to align executive interests with shareholders by rewarding total shareholder return, financial performance, and strategic goals. RSUs vest over three years and are paid in shares, with a special deferral for the CEO. Performance cash awards are contingent on achieving specific metrics like cumulative adjusted net income, return on equity, credit rating, and relative total shareholder return.

Key Highlights

  • 1Approval of 2008 Annual Incentive Program and 2008-2010 Long-Term Incentive Program for Named Executive Officers (NEOs).
  • 2Annual Incentive Program links cash bonuses to achievement of adjusted net income targets and other financial/operational metrics.
  • 3Potential for annual incentive payments to reach up to double the target for exceptional performance.
  • 4Long-Term Incentive Program comprises Restricted Stock Units (RSUs) and performance cash grants.
  • 5RSUs are designed to align NEO interests with shareholders through share performance and dividends, vesting over three years.
  • 6Performance cash grants are tied to long-term corporate priorities including adjusted net income, return on equity, credit rating, and relative total shareholder return.
  • 7CEO's RSU distribution will be deferred upon vesting as per his agreement.

Frequently Asked Questions

The programs are designed to motivate and reward the company's Named Executive Officers (NEOs) for achieving specific financial and operational goals, both annually and over a three-year period. They aim to align executive interests with those of shareholders by linking compensation to company performance and total shareholder return.

The 2008 Annual Incentive Program will be measured based on a team goal of achieving a specific adjusted net income target, excluding non-recurring items. Individual goals will also be assessed based on various financial, operational, customer service, stewardship, and strategic metrics that drive overall corporate performance.

The long-term program consists of two main elements: Restricted Stock Units (RSUs) and performance cash grants. At target, awards are split equally between RSUs and performance cash. RSUs are intended to reward share performance and dividends, while performance cash is tied to longer-term financial and strategic metrics.

Awards under the 2008 Annual Incentive Program, if any, are expected to be paid in cash during the first quarter of 2009. For the 2008-2010 Long-Term Incentive Program, RSUs will vest in installments on February 25 of 2009, 2010, and 2011, with payment in shares. Performance cash grants will be determined and paid after the end of 2010, based on the achievement of program goals over the three years.