Maura Shaughnessy
About Maura Shaughnessy
Maura Shaughnessy is an independent director of AES, serving since 2021; she is age 63 and brings over 30 years of asset management experience focused on global utilities and energy infrastructure . She holds a B.S. from Colby College and an MBA from the Tuck School of Business at Dartmouth College . Her career includes equity research and portfolio management roles with Harvard Management Company and MFS Investment Management, with early experience at the Board of Governors of the Federal Reserve .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Board of Governors of the Federal Reserve | Research Assistant, Domestic Macro Section | 1983–1985 | Macro analysis foundation |
| Harvard Management Company | Equity Research Analyst (covering electric utilities and other industries) | 1987–1991 | Sector coverage and investment analysis |
| MFS Investment Management | Equity Analyst | 1991–1994 | Utilities and sector research |
| MFS Investment Management | Diversified Global Fund Manager (Large Cap Value/Multi Cap Core) | 1994–2002 | Broad portfolio management |
| MFS Investment Management | Global Portfolio Manager, MFS Utilities Fund | 1992–2019 (retired) | Managed global utilities, power, telecom, and energy infrastructure mandate |
External Roles
| Category | Current | Past Five Years |
|---|---|---|
| Public company directorships | None | None |
| Private/non-profit/academic boards | Not disclosed | Not disclosed |
Board Governance
- Committee memberships: Financial Audit Committee and Innovation & Technology Committee (no chair roles) .
- Audit Committee Financial Expert designation; financially literate under NYSE rules .
- Independence: Board determined she is independent under NYSE rules (Audit Committee members also independent) .
- Attendance and engagement: Board met 9 times in 2024 with 96% average attendance, and no director attended less than 75% of meetings; independent directors held seven executive sessions in 2024 (Lead Independent Director: John B. Morse, Jr.) . In 2023, Board met 13 times; overall attendance was 96%, and no director attended less than 75%; independent directors met in executive session after five meetings . In 2021, Board met 16 times; no director attended less than 75%; independent directors held executive session after each Board meeting .
| Governance Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Committees (member) | Audit; Innovation & Technology | Audit; Innovation & Technology | Audit; Innovation & Technology | Audit; Innovation & Technology |
| Audit Committee Financial Expert | Yes | Yes | Yes | Yes |
| Board meetings | 16 | — | 13 | 9 |
| Committee meetings (Audit/Comp/Gov/Innovation) | 8/7/5/5 | 8/8/5/5 | 8/7/8/4 | 8/7/6/5 |
| Overall attendance | No director <75% | — | 96% | 96% |
| Executive sessions | After each Board meeting | — | 5 sessions | 7 sessions |
Fixed Compensation
- Director cash retainer (annual): $85,000 for 2021; streamlined to $100,000 for 2022; $100,000 for 2024 (Chairman higher multiplier; not applicable to Shaughnessy) .
- Committee chair fees (schedule): Audit Chair $25,000; Compensation Chair $20,000; Governance Chair $20,000; Innovation & Technology Chair $20,000 (Shaughnessy did not serve as chair) .
- Meeting fees: Not disclosed (no meeting-based fees cited for directors) .
- 2024 elective deferral: Shaughnessy elected to defer $100,000 of her retainer into deferred stock units .
| Component | 2021 | 2022 | 2024 |
|---|---|---|---|
| Annual cash retainer ($) | $85,000 | $100,000 | $100,000 |
| Committee chair fees (if applicable) | See schedule; not applicable to Shaughnessy | Streamlined; schedule updated; not applicable | Audit $25k; Comp $20k; Gov $20k; I&T $20k; not applicable |
| Meeting fees | None disclosed | None disclosed | None disclosed |
| Retainer deferral (Shaughnessy) | Not disclosed | Not disclosed | $100,000 deferred |
Performance Compensation
- Annual Deferred Incentive Compensation Grant (fully vested DSUs at grant; generally paid following termination of Board service): $160,000 (2021) and $175,000 (2024) .
- 2024 grant date valuation methodology: based on closing market price $17.13 per share; no stock option grants in 2024 .
- Options: Shaughnessy held 0 options as of Dec 31, 2024 .
| Metric | 2021 | 2024 |
|---|---|---|
| Deferred Incentive Compensation Grant ($) | $160,000 (DSUs; fully vested) | $175,000 (DSUs; fully vested) |
| Grant date price ($/share) | Not disclosed | $17.13 |
| Options granted | None disclosed | None granted in 2024 |
No director performance metrics (e.g., TSR, EBITDA targets) are tied to Shaughnessy’s director compensation; the program consists of fixed retainer and fully vested DSUs, with no 2024 options .
Other Directorships & Interlocks
| Type | Details |
|---|---|
| Current public company boards | None |
| Public boards (past five years) | None |
| Shared directorships/interlocks with AES competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Finance and Investment: Extensive capital markets and portfolio management experience, including managing diversified large-cap and multi-cap core portfolios .
- Energy Sector Experience: Launched and managed a global MFS Utilities Fund for over two decades, covering utilities, power, telecom, and energy infrastructure .
- Global Business/International Affairs: Oversight of global utilities portfolio; understanding of macro trends and regulatory environments .
- Audit Committee Financial Expert; financially literate per NYSE rules .
- Education: B.S., Colby College; MBA, Tuck School of Business at Dartmouth College .
Equity Ownership
| Category | As of Dec 31, 2024 | As of Mar 10, 2025 |
|---|---|---|
| Beneficial ownership (shares) | — | 158,158; less than 1% of class |
| DSUs credited (total units) | 48,505 | — |
| Options (exercisable/unexercisable) | 0 | 0 |
| Shares held in trusts (included above) | — | 49,000 (two trusts; Shaughnessy as trustee) |
| Ownership guidelines | Directors must hold ≥5x annual retainer; all directors attained or on track | — |
| Hedging/pledging | Prohibited by Insider Trading Policy (no pledging/margin permitted) | — |
Governance Assessment
- Alignment and independence: Shaughnessy is an independent director, Audit Committee Financial Expert, and serves on Audit and Innovation & Technology Committees—positions that strengthen financial oversight and technology/innovation risk governance .
- Attendance/engagement: Board attendance robust (96% in 2023 and 2024) with regular executive sessions; no director below 75% attendance in 2021–2024, supporting effective oversight .
- Pay structure and incentives: Compensation mix (cash retainer + fully vested DSUs) is standard and shareholder-friendly; she deferred her full 2024 retainer into DSUs, signaling alignment via equity exposure .
- Ownership: Material DSU accrual and beneficial holdings, including trustee-held shares; no options and policy-based prohibition on hedging/pledging reduce misalignment risk .
- Conflicts and related parties: No related person transactions in 2024; auditor independence and pre-approval practices overseen by Audit Committee further mitigate conflict risk .
RED FLAGS:
- None identified in 2024 for related party transactions; hedging and pledging prohibited by policy .
- No overboarding issues indicated; AES policy caps non-employee directors at ≤4 public boards (she holds none beyond AES) .
Context on performance: AES reported cumulative TSR of 7.6% for 2020–2024 vs. 37.8% for S&P 500 Utilities; while not tied to director pay, this may inform investor focus on board oversight of strategy and capital allocation, areas where Shaughnessy’s expertise is emphasized .