Lisa Alexander
About Lisa L. Alexander
Independent director at Argan, Inc. since April 2025 (age 51), serving on the Executive Committee and the Responsible Business Committee. She is Senior Vice President at Sempra, overseeing corporate affairs and enterprise human resources, and serves as Chief Ethics Officer, Chief Human Resources Officer, and Chief Sustainability Officer; prior roles include strategy, public policy, and industrial customer operations, plus experience in public policy and fintech and management consulting to Fortune 500 companies . The Board determined she is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sempra (NYSE: SRE) | Senior Vice President; Chief Ethics Officer; CHRO; Chief Sustainability Officer | Not disclosed | Leads corporate affairs and HR; multi-function leadership |
| Sempra subsidiaries | Executive roles in strategy, public policy, industrial customer service operations | Not disclosed | Operational and strategic leadership |
| Fortune 500 clients | Management consultant | Not disclosed | Strategy advisory to large enterprises |
| Public policy and fintech roles | Various | Not disclosed | Policy and innovation experience |
External Roles
| Organization | Role | Type | Committees/Impact |
|---|---|---|---|
| SoCalGas (Sempra subsidiary) | Director | Corporate subsidiary board | Chairs the Safety Committee |
| U.S. Chamber of Commerce | Board member | Non-profit | National business policy body |
| UC San Diego School of Global Policy and Strategy | Board member | Academic | Policy and global strategy governance |
| World Economic Forum (Energy Communities) | Strategy Officer | Industry forum | Global energy community strategy |
Board Governance
- Committee assignments: Executive Committee (member) and Responsible Business Committee (member). Executive Committee met 3 times in FY2025; Responsible Business Committee met 2 times; average attendance for each was 100% (committee-level metrics) .
- Independence: Determined independent under NYSE Section 303A; independent directors meet in executive session .
- Board structure: Chairman is independent; lead independent director role eliminated in 2022; seven of nine directors independent; CEO reports frequently to Chair .
- Annual meeting attendance: All directors expected to attend; prior year all directors attended (pre-appointment period) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | Increased effective Feb 1, 2025; Alexander receives prorated portion starting April 9, 2025 |
| Committee fees | Not disclosed for Responsible Business/Executive | Audit Committee members: $6,000; Audit Chair: $10,000 (Alexander is not on Audit) |
| Meeting fees | None disclosed | Board reimburses reasonable expenses |
Performance Compensation
| Equity Award | Grant Value | Vesting/Metrics | Notes |
|---|---|---|---|
| Initial RSU grant | ≈$100,000 | Not disclosed | Awarded upon appointment as director |
| Director equity eligibility | RSUs/options eligible | Not disclosed | Directors may receive options and RSUs as part of compensation |
No performance metrics are disclosed for director RSUs (pay-for-performance metrics like TSR or EPS apply to executives, not directors) .
Other Directorships & Interlocks
| Entity | Relationship to AGX | Interlock/Transaction Risk |
|---|---|---|
| Sempra (executive role) | Potential industry adjacency (energy infrastructure) | Board deemed independence; no related party transactions involving Alexander disclosed |
| SoCalGas (subsidiary of Sempra) | Utility operations | No AGX–SoCalGas transactions disclosed; monitor future EPC awards for potential overlaps |
Expertise & Qualifications
- Strategic planning, talent management, corporate governance; deep experience in public policy, sustainability, and ethics .
- Board/regulatory insight from corporate and non-profit boards; WEF strategy role in energy communities .
- Board skills matrix marks for accounting/finance, industry, strategic execution, risk management, talent/compensation, and governance (indicated as skilled) .
Equity Ownership
| Item | Status |
|---|---|
| Beneficial ownership (individual) | Not reported in the Jan 31, 2025 principal stockholders table (appointment occurred April 2025) |
| Director stock ownership guidelines | Minimum $400,000 (8× $50,000 base annual fee) effective Feb 2025; most directors are at/approaching compliance |
| Anti-pledging & anti-hedging | Pledging prohibited; hedging/short sales/options prohibited for directors, officers, employees |
Governance Assessment
- Board effectiveness: Alexander brings senior energy infrastructure expertise, ESG/ethics leadership, and HR oversight—valuable for AGX’s power EPC portfolio and Responsible Business oversight . Committee participation on Responsible Business and Executive aligns with her background .
- Independence/Conflicts: Despite being a Sempra executive, AGX’s Board affirmatively determined independence; recent related-party review disclosed only a 2024 share repurchase from a former CEO/director and no transactions involving Alexander . Nonetheless, investors should monitor any future AGX contracts with Sempra or its subsidiaries for potential perceived conflicts (no such dealings disclosed to date) .
- Compensation alignment: Cash retainer modest ($50k) with equity (~$100k RSUs) creating alignment without complex performance metrics; audit committee fees do not apply to her current assignments .
- Attendance/Engagement: Committee-level averages at 100% in FY2025 for both committees where she serves; indicates strong overall committee engagement (individual attendance not disclosed due to appointment timing) .
- Policy safeguards: Clawback (for incentive-based compensation), anti-hedging/pledging, stock ownership guidelines support alignment and risk mitigation .
- Shareholder signals: Say-on-pay support was 94% ahead of her appointment, reflecting investor confidence in compensation governance; continued shareholder outreach and ESG oversight via Responsible Business Committee .
Board Governance (detail table)
| Committee | Role | Chair? | FY2025 Meetings | Avg Attendance |
|---|---|---|---|---|
| Executive | Member | Chair: W. F. Leimkuhler | 3 | 100% |
| Responsible Business | Member | Chair: Karen A. Sweeney | 2 | 100% |
Director Compensation (detail table)
| Component | FY2025 Amount/Value | Disclosure |
|---|---|---|
| Cash retainer (prorated) | Portion of $50,000 | Effective Feb 1, 2025; prorated for service starting Apr 9, 2025 |
| Initial RSU grant | ≈$100,000 | Granted upon appointment; vesting terms not disclosed |
Related Party Transactions & Red Flags
- Related party transactions: None involving Alexander; only disclosed item since FY2023 was a direct share repurchase from former CEO/director R. Bosselmann (73,000 shares at $43.50; ≈$3.2M) .
- Legal proceedings: None disclosed for directors, nominees, or executive officers (including Alexander) in past ten years .
- Hedging/pledging: Prohibited, reducing alignment risks .
- Say-on-pay: 94% approval (FY2025), indicating broad investor support of compensation governance .
Overall, Alexander’s appointment strengthens AGX’s board depth in energy infrastructure, ethics/ESG, and human capital—well-aligned with Responsible Business oversight—while independence and policy frameworks mitigate conflict concerns. Continued monitoring of any AGX–Sempra dealings is prudent for investors .