8-KLeadership ChangesRegulation FDExhibits & Filings

FIRSTENERGY CORP 8-K Report, Executive Changes (Mar 8, 2021)

Filed March 8, 2021For Securities:FE

Summary

FirstEnergy Corp. (FE) announced on March 8, 2021, the permanent appointment of Steven E. Strah as Chief Executive Officer, effective March 8, 2021. Mr. Strah has been serving as Acting CEO since October 29, 2020, and will retain his role as President. He was also elected to the Board of Directors, increasing its size to 12 members. This appointment follows his prior executive roles within the company, including Senior Vice President and Chief Financial Officer. In conjunction with his new permanent roles, Mr. Strah's compensation package has been adjusted. This includes an annual base salary of $1,100,000, an increased short-term incentive award target to 115% of base salary, and an increased long-term incentive award target to 450% of base salary. He will also be subject to the company's share ownership guidelines, targeting 700% of his base salary. The filing also disclosed the compensation of Mr. Strah's brother, who holds a Director position within the company.

Key Highlights

  • 1Steven E. Strah officially appointed Chief Executive Officer, effective March 8, 2021.
  • 2Mr. Strah, who was Acting CEO since October 2020, also appointed to the Board of Directors.
  • 3Board size increased from 11 to 12 members to accommodate Mr. Strah's directorship.
  • 4Significant adjustments to Mr. Strah's compensation package, including base salary, short-term, and long-term incentive targets.
  • 5New base salary set at $1,100,000 annually.
  • 6Short-term incentive target increased to 115% of base salary; long-term incentive target increased to 450% of base salary.
  • 7Disclosure of compensation for Mr. Strah's brother, a company employee, as per standard disclosure practices.

Frequently Asked Questions

Steven E. Strah's permanent appointment as CEO signifies a stable leadership transition following his tenure as Acting CEO. It provides clear direction and continuity for the company as it navigates ongoing investigations and strategic initiatives. His election to the Board also integrates operational leadership with governance.

Mr. Strah's compensation has been significantly enhanced. His annual base salary is $1,100,000. His target opportunity for short-term incentive awards increased from 100% to 115% of base salary, and his target opportunity for long-term incentive awards increased from 375% to 450% of base salary. He will also adhere to share ownership guidelines requiring 700% of his base salary in company stock.

The filing notes that Mr. Strah's brother, Kenneth A. Strah, is employed by FirstEnergy as Director of Customer Contact Centers. While this is disclosed and his compensation for the past 14 months is provided, it is presented as an existing employment relationship rather than a new transaction related to the CEO appointment itself.

The filing references a press release issued on March 8, 2021, which discusses Mr. Strah's appointment and 'certain key financial initiatives.' While the details of these initiatives are not fully elaborated in the 8-K text provided, investors are directed to the press release (Exhibit 99.1) for further information.