Kevin Jacobsen
AVISTAAbout Kevin B. Jacobsen
Independent director at Avista (AVA). Age 58 with 2 years of board tenure. Currently CFO of The Clorox Company (NYSE: CLX) since 2018; previously VP of FP&A (2011–2018) and multiple finance leadership roles at Clorox after joining in 1995, following five years in finance and accounting roles at General Motors. Former member of the Economic Advisory Council, Federal Reserve Bank of San Francisco. Independent per Board determination; serves on Audit and Environmental, Technology & Operations committees.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Clorox Company | Chief Financial Officer | 2018–present | Senior executive overseeing accounting, external reporting, FP&A, treasury, tax, IR, and internal audit oversight |
| The Clorox Company | VP, Financial Planning & Analysis | 2011–2018 | Corporate FP&A leadership; prior VP roles in business development/international and specialty division finance |
| The Clorox Company | Finance roles (Kingsford, Cat Litter, Brazil, Product Supply) | 1995–2011 | Operating finance leadership across brands and product supply |
| General Motors | Finance & Accounting roles | ~5 years prior to 1995 | Early career finance and accounting experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Clorox Company (NYSE: CLX) | Chief Financial Officer | 2018–present | Public company executive role (interlock) |
| Federal Reserve Bank of San Francisco | Economic Advisory Council member (former) | Not disclosed | Advisory capacity |
Board Governance
- Independence: Board affirms all nominees except the CEO are independent; Jacobsen is independent.
- Committees:
- Audit Committee: Member; committee met 5 times in 2024; chaired by Donald C. Burke; oversight of financial statements, controls, compliance, internal audit, and Deloitte (auditor).
- Environmental, Technology & Operations Committee: Member; committee met 4 times in 2024; chaired by Rebecca A. Klein; oversight of operational risks, environmental compliance, safety, cyber/physical security, technology strategy, data governance.
- Attendance: Board held 4 meetings in 2024 with aggregate attendance of 99.6%; one meeting at 91% due to a family emergency; all directors attended the prior Annual Meeting and plan to attend the upcoming one.
- Independent sessions: Independent directors meet separately at each regularly scheduled Board meeting; agendas set by Chair and Vice Chair.
- Leadership: Chair and CEO roles are separated; independent Vice Chair (Burke) serves as lead independent director equivalent.
Fixed Compensation (Director)
| Pay Element | Amount | Notes |
|---|---|---|
| Annual retainer (cash + stock) | $235,000 | Effective Sep 1, 2024; $135,000 automatically paid in stock; remainder elected cash/stock mix; employee directors not paid. |
| Committee chair fees | N/A for Jacobsen | Audit Chair $20,000; Governance/Finance $15,000; Compensation $17,500; Vice Chair $30,000; Non-executive Chair $100,000. |
| Meeting/perquisites | No perquisites | Reasonable out-of-pocket reimbursements only; no director perqs or retirement/deferred comp plans for directors. |
Director-specific 2024 compensation:
| Component | Kevin B. Jacobsen |
|---|---|
| Cash paid | $5,147 |
| Stock paid | $223,186 |
| Total | $228,333 |
Policy notes:
- Director compensation targeted to median of peer group with Meridian Compensation Partners advising; mix of cash and stock.
- Stock for directors is issued in whole shares based on market price and is fully vested upon issuance.
Performance Compensation
- Not applicable for non-employee directors: No stock options, PSUs, or non-stock incentive plan payments to directors; equity grants are retainer stock, fully vested on issuance.
Other Directorships & Interlocks
| Company | Role/Board | Potential Interlock/Conflict | Disclosure |
|---|---|---|---|
| The Clorox Company (NYSE: CLX) | CFO (executive, not board) | Executive interlock with AVA board; no related-party transactions reported. | Company disclosed no related party transactions >$120,000 for 2024. |
- Related-party policy: Governance Committee reviews related party transactions; none reportable in 2024; independence assessed annually.
- Section 16 compliance: Company believes all insiders filed Forms 3/4/5 timely.
Expertise & Qualifications
- Financial leadership: Deep finance/accounting experience and public-company CFO oversight; valuable on audit oversight of financial statements/controls and compliance.
- Operational risk perspective: Experience in competitive product markets enables perspective on operational risks for Environmental, Technology & Operations Committee.
- Prior advisory: Former SF Fed Economic Advisory Council member signals macro/financial acumen.
Equity Ownership
| Holder | Direct Shares | Indirect/Other | Total | Percent of Class |
|---|---|---|---|---|
| Kevin B. Jacobsen | 9,012 | Not disclosed | 9,012 | <1% (*) |
Notes:
- Shares outstanding: 80,289,267 as of March 7, 2025.
- Director stock ownership policy: Outside directors expected to achieve minimum investment of five times the minimum equity portion of the retainer; hedging, pledging, and short sales prohibited.
- Governance Committee reviews director holdings annually against ownership expectations.
Governance Assessment
- Strengths
- Independence and committee placement align with expertise (Audit; Environmental/Technology/Operations).
- High board and committee engagement (Board 99.6% attendance; Audit 5 meetings; Environmental 4 meetings).
- Strong director ownership alignment mechanisms (large stock retainer; fully vested; 5x stock portion ownership expectation; prohibitions on hedging/pledging).
- Robust oversight frameworks (independent Chair/Vice Chair structure; independent executive sessions; clawback policies for executives; rigorous auditor oversight).
- Shareholder sentiment supportive: 2024 say-on-pay approval 96.59%.
- Potential Risks/Conflicts
- External executive role (CFO, CLX) could pose time-commitment constraints; however, Board reports strong attendance and independence, and no related-party transactions were reported for 2024.
- Compensation alignment signals
- Jacobsen elected predominantly stock compensation ($223,186 stock vs $5,147 cash), enhancing alignment with shareholders.
- No director options or performance awards, limiting pay complexity and potential misalignment.
Overall, Jacobsen brings strong financial governance capabilities and is positioned on key oversight committees, with minimal conflict indicators and high engagement.