Daryl Roberts
Director at AEP
Board
About Daryl Roberts
Independent director at AEP since December 2020; age 56 as of March 13, 2025. Senior Vice President and Chief Operations & Engineering Officer at DuPont de Nemours Inc. since 2018, with prior senior manufacturing/engineering leadership roles at Arkema. AEP designates him independent and places him on the Human Resources, Nuclear Oversight, and Technology committees, reflecting deep operations, engineering, safety, and regulatory expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DuPont de Nemours Inc. | Senior Vice President and Chief Operations & Engineering Officer | 2018–present | Oversees global operations/engineering; background cited for engineering, manufacturing, operations, regulatory, and health & safety depth . |
| Arkema S.A. | VP, Manufacturing, Engineering & Regulatory Services | 2015–2018 | Senior manufacturing/engineering leadership . |
| Arkema S.A. | Senior Director, Manufacturing & Regulatory Services | 2012–2015 | Operations/manufacturing leadership . |
| Arkema S.A. | Various roles in manufacturing, health & safety, operations & engineering | 1998–2012 | Progressive operating roles . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| DuPont de Nemours Inc. | Senior Vice President and Chief Operations & Engineering Officer | 2018–present | Public company executive role; no other current public directorships disclosed . |
Board Governance
- Independence: Affirmed by AEP’s Board; Roberts is listed “Independent: Yes.” AEP conducts annual independence reviews; related commercial/charitable ties in the service territory are assessed and deemed not to impair independence .
- Committees (2024): Human Resources; Nuclear Oversight; Technology. No chair positions disclosed for Roberts .
- Attendance and engagement: 2024 average director attendance was 97.5%; each director attended 86.7% or more of Board/committee meetings. Board held four regular in-person meetings, two regular via videoconference, and four special videoconference meetings in 2024 .
- Committee activity levels (2024 meetings): Audit (5), Directors & Corporate Governance (6), Executive (1), Finance (4), Human Resources (8), Nuclear Oversight (4), Technology (4) .
Fixed Compensation
2024 non-employee director compensation:
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Daryl Roberts | 150,000 | 170,000 | 685 | 320,685 |
Additional program features:
- Full-year non-employee directors received either 1,853 AEP stock units or $170,000 in AEP Stock Fund contributions in 2024, credited quarterly; all units are fully vested upon grant under the director plan .
- Directors may defer up to 100% of cash retainers; equity must be held until termination of service for the first five years, satisfying the stock ownership guideline equal to five years of annual equity awards; no tax gross-ups for directors .
Performance Compensation
- Not applicable for AEP directors. AEP does not grant stock options/SARs and director equity is delivered as stock units (or AEP Stock Fund contributions) without performance conditions. The company’s policy states it does not grant options/SARs and prohibits hedging and pledging by directors .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None |
| Prior public company directorships (last 5 years) | None |
| Potential interlocks/conflicts | None disclosed; independence affirmed following AEP’s related-person and independence review processes . |
Expertise & Qualifications
- Core strengths cited by AEP: engineering, manufacturing, operations, regulatory, and health & safety; fits Board skills matrix for industrial operations and regulated industry experience .
- Brings senior executive leadership and risk oversight experience from global manufacturing contexts, supporting HR (talent/comp) and operationally intensive committees (Nuclear Oversight, Technology) .
Equity Ownership
| As-of Date | Common Shares | Stock Units | Total Beneficial Ownership |
|---|---|---|---|
| Dec 31, 2024 (director unit tally) | — | 8,322 | 8,322 |
| Feb 23, 2025 (beneficial ownership table) | 0 | 8,321 | 8,321 |
- None of the shares in the beneficial ownership table (company-wide) are pledged; company policy prohibits directors from hedging or pledging AEP stock .
- Section 16(a): Company reports no late/delinquent filings for Roberts; noted administrative oversights in 2024 for other individuals only .
Governance Assessment
- Board effectiveness: Roberts is an independent operator with deep safety/engineering credentials placed on Nuclear Oversight and Technology, aligning expertise with oversight needs. His HR Committee role adds perspective on talent/compensation and operational performance alignment .
- Alignment and incentives: 2024 pay mix is balanced between cash and equity ($150k cash; $170k equity), with mandatory long-term equity holding and prohibitions on hedging/pledging—constructive for investor alignment .
- Conflicts/related-party exposure: No related-person transactions involving Roberts disclosed; independence reaffirmed through AEP’s annual review and policy framework .
- Engagement: Company-wide attendance metrics (≥86.7% per director; 97.5% average) indicate strong engagement; committee meeting cadence suggests active oversight across HR, Nuclear, and Technology in 2024 .
- Broader governance context: 2024 say-on-pay support at ~95% indicates shareholder endorsement of compensation governance; HR Committee uses independent consultant Meridian and maintains robust clawback policies, reflecting sound compensation oversight culture (contextual to the Board on which Roberts serves) .
RED FLAGS: None identified specific to Roberts. No other public board interlocks, no related-party transactions, no Section 16 issues, and no pledging/hedging permitted by policy .