Sena Kwawu
AVISTAAbout Sena M. Kwawu
Independent director nominee at Avista Corporation (AVA), age 56 with 4 years of board tenure. He holds a B.B.A. from George Washington University and an M.B.A. from the University of Michigan. Currently President, In-Home Services at Cinch Home Services; prior senior executive roles include SVP Operations at Frontdoor (NASDAQ: FTDR), and SVP Finance & Business Operations and SVP Global Supply Chain Finance at Starbucks, with earlier leadership roles at State Street, Genworth, and GE. He is affirmed independent; only the CEO is non‑independent on the AVA board.
Past Roles
| Organization | Role | Scope/Notes |
|---|---|---|
| Cinch Home Services | President, In-Home Services | Leads in-home services operations and channel partnerships. |
| Frontdoor (FTDR) | SVP, Operations | Largest U.S. home warranty company; operations leadership. |
| Starbucks (SBUX) | SVP Finance & Business Operations; SVP Global Supply Chain Finance | Finance, supply chain, technology, customer service oversight. |
| State Street (STT); Genworth (GNW); GE | Global leadership roles | Risk management, finance, M&A, operations experience. |
External Roles
| Organization | Role | Sector |
|---|---|---|
| VillageReach | Board Chair | Non‑profit global health innovator (Africa focus). |
| The Executive Leadership Council | Board Member | Executive leadership network. |
Board Governance
- Committee assignments: Chair, Finance Committee; Member, Environmental, Technology & Operations Committee. Finance met 4x in 2024; Environmental met 4x.
- Independence and leadership: All nominees except the CEO are independent; all committees are independent with independent chairs; AVA separates Chair and CEO roles and maintains an independent Vice Chair (lead director) role.
- Attendance and engagement: Board held 4 meetings in 2024 with 99.6% overall attendance; independent directors meet in executive session at each regular meeting.
- Stock ownership and trading policies: Directors must hold at least 5× the minimum equity portion of their retainer in AVA stock; hedging, pledging, and short sales are prohibited.
Fixed Compensation
- Structure: Annual director retainer increased to $235,000 effective Sept 1, 2024 (paid $135,000 automatically in stock; remaining balance elective in cash/stock). Committee chair retainers (cash): Finance $15,000; Audit $20,000; Compensation $17,500; Environmental $15,000; Governance $15,000; Vice Chair $30,000; Non‑Executive Chair $100,000. No perquisites; stock grants to directors are fully vested at issuance.
Director’s actual 2024 compensation:
| Component | Amount ($) |
|---|---|
| Cash paid | 111,693 |
| Stock paid | 131,641 |
| Total | 243,333 |
Performance Compensation
- Directors do not receive stock options or non‑stock incentive plan payments; no performance‑based equity is granted to directors under AVA’s current board compensation structure.
Other Directorships & Interlocks
| Entity | Role | Interlock/Note |
|---|---|---|
| VillageReach | Board Chair | Non‑profit; no AVA related‑party transactions reported for 2024. |
| The Executive Leadership Council | Board Member | Non‑profit; no AVA related‑party transactions reported for 2024. |
| Starbucks (prior employer) | Senior executive roles | Another AVA director (Scott H. Maw) is former CFO of Starbucks, indicating shared network background (not a related‑party transaction). |
Related‑party transactions: Governance Committee determined no reportable related‑party transactions in 2024 (SEC threshold >$120,000).
Expertise & Qualifications
- Operational leadership across public and private companies; expertise in risk management, supply chain, finance, banking, technology, customer service.
- Strategic and financial oversight aligning with committee work (Finance, Environmental/Technology/Operations).
- Education: B.B.A. (George Washington University); M.B.A. (University of Michigan).
Equity Ownership
| Holder | Direct Shares | Indirect/Deferred | RSUs Not Yet Vested | Total | % of Class | Pledged/Hedged |
|---|---|---|---|---|---|---|
| Sena M. Kwawu | 11,554 | — | — | 11,554 | * (<1%) | None; pledging/hedging prohibited and none reported. |
- Shares outstanding: 80,289,267 (for % context).
- Director stock ownership guideline: minimum investment of 5× the equity portion of retainer; Governance Committee reviews director holdings annually for guideline compliance.
Governance Assessment
- Strengths: Independent committee leadership (Finance Chair); robust risk oversight allocation; strong board independence; clear stock ownership and insider trading policies; high overall attendance and regular independent director executive sessions.
- Compensation alignment: Board pay mix emphasizes equity via automatically issued stock portion; no performance pay or options, limiting pay‑for‑performance risks at the director level.
- Conflicts/related parties: No reportable related‑party transactions in 2024; directors and officers prohibited from hedging/pledging; Section 16 filings timely.
- Watch items: Shared Starbucks background with another director (Maw) indicates network interlocks; no related‑party exposure disclosed, but investors may monitor for future transactions with entities linked to directors given AVA’s related‑party review threshold.