Who is Robert C. Walters and why has he been appointed to Vistra's Board?

Robert C. Walters is a highly experienced professional with extensive background in the electric utility and power sectors, including over four decades in legal and executive roles. He was appointed to strengthen the Board's expertise in critical areas such as regulatory matters, strategic initiatives, and corporate governance, further enhancing Vistra's leadership capabilities.

What is the compensation for Mr. Walters as a director?

Mr. Walters will receive annual director fees, comprising a $100,000 cash retainer, an additional $10,000 for each committee he serves on, and an annual grant of restricted stock units valued at $180,000 based on the grant date fair value.

Is Mr. Walters considered an independent director?

Yes, the Board has determined that Mr. Walters satisfies the definition of an "independent director" under the listing standards of the New York Stock Exchange.

Are there any conflicts of interest or related-party transactions with Mr. Walters?

No, Vistra Corp. has stated that there are no related-party transactions between Mr. Walters and the Company.

VST 8-K: Leadership Changes & Regulation FD

Summary

Vistra Corp. (VST) announced a significant addition to its Board of Directors with the election of Robert C. Walters, effective December 24, 2024. The Board's size has been expanded to accommodate this appointment. Mr. Walters brings extensive experience in the electric utility and power sectors, having previously served as senior partner at Gibson Dunn & Crutcher LLP and as executive vice president and general counsel of Energy Future Holdings Corp. His background includes deep expertise in regulatory matters, strategic initiatives, major transactions, and corporate governance, making him a valuable asset to Vistra's leadership. The company anticipates his contributions will be particularly beneficial in navigating complex industry challenges and strengthening governance practices. In conjunction with his appointment, Mr. Walters will receive standard director compensation, including an annual cash retainer, committee fees, and restricted stock units, aligning his interests with those of shareholders. His independence is confirmed by NYSE listing standards. The company also issued a press release on December 30, 2024, to formally announce this board change, reinforcing transparency with investors regarding key leadership developments.

Key Highlights

1Vistra Corp. has appointed Robert C. Walters as a new independent director to its Board of Directors, expanding the Board to 11 members.
2Mr. Walters possesses over four decades of experience in the electric utility and power sectors, including a significant tenure as General Counsel of Energy Future Holdings Corp.
3His expertise spans regulatory affairs, strategic planning, major transactions, and corporate governance, which are crucial for Vistra's operations.
4Mr. Walters has been appointed to the Sustainability and Risk Committee and the Nominating and Governance Committee of the Board.
5His appointment is effective immediately as of December 24, 2024.
6The company confirmed that there are no related-party transactions between Mr. Walters and Vistra Corp.
7Mr. Walters will receive standard director compensation, including cash retainers, committee fees, and restricted stock units.

Vistra Corp. 8-K Report, Executive Changes (Dec 30, 2024)

Summary

Key Highlights

Frequently Asked Questions