Laurie Havanec
Director at AWK
Board
About Laurie P. Havanec
Independent director of American Water Works (AWK), age 64, serving since 2022. Recently retired Executive Vice President and Chief People Officer at CVS Health (Feb 2021–Aug 2024); prior HR leadership roles at Otis Worldwide, United Technologies, and Aetna. Education: BA, University of Connecticut; JD (with Honors), University of Connecticut School of Law. Core credentials: human capital management, compensation and benefits, succession planning, labor/employee relations, governance, sustainability, culture .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CVS Health Corporation | EVP, Chief People Officer | Feb 2021–Aug 2024 | Strategic HR leadership; talent, succession, compensation, culture |
| Otis Worldwide Corporation | EVP, Chief People Officer | 2019–Feb 2021 | Global HR leadership in industrials |
| United Technologies Corporation | Vice President, Talent | 2017–2019 | Talent strategy |
| Aetna Inc. | VP, HR – Institution Business | 2013–2017 | HR leadership in healthcare insurer |
| Aetna Inc. | VP, Talent Mgmt & HR – International | 2012–2013 | International talent management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Governors Committee on Workforce and Education | Member | 2012–2016 | Public policy/human capital focus |
| Bridgeport Regional Business Council | Board of Directors | 2008–2009 | Regional business engagement |
Board Governance
- Committee assignments: Executive Development & Compensation (ED&CC) and Safety, Environmental, Technology & Operations (SETO); not a committee chair .
- Independence: Board determined she is independent under NYSE and SEC standards .
- Attendance: In 2024, each incumbent director attended at least 75% of combined Board and committee meetings; Board average attendance 98.0%. In 2023, each incumbent director attended at least 75%; Board average 96.1% .
- Board processes: Annual Board/committee evaluations, director peer reviews, senior management feedback, and individual director interviews to assess effectiveness; discussions occur in executive session .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fee Earned or Paid in Cash ($) | $118,212 | $120,000 |
| Stock Unit Awards ($) | $154,981 | $165,048 |
| All Other Compensation ($) | $855 | $4,513 |
| Total ($) | $274,048 | $289,561 |
- Non-employee director cash retainers: Board Chair $200,000; Audit, Finance & Risk Chair $145,000; ED&CC/Nominating/SETO Chairs $140,000; other directors $120,000; no meeting fees .
- 2023 program changes: ED&CC (Semler Brossy) increased base cash retainer to $120,000 (from $115,000) and base equity to $155,000 (from $150,000), effective May 10, 2023 .
- 2024 update: ED&CC (Aon) increased annual director base equity grant to $165,000 effective May 15, 2024; cash retainers unchanged .
Performance Compensation
| Element | 2023 | 2024 |
|---|---|---|
| Equity grant form | Stock units under 2017 Omnibus Plan; approx. $155,000 | Stock units under 2017 Omnibus Plan; approx. $165,000 |
| Vesting | Vest on grant date | Vest on grant date |
| Share distribution | Deferred ~15 months after grant | Distributed as soon as administratively practicable after grant; practice changed beginning with 2024 annual grants |
| Dividend equivalents | Credited during deferral; paid in cash at distribution | Paid in cash with distribution; for 2024 Havanec received $4,513 |
| Options granted | None | None |
- Director compensation is not tied to performance metrics (e.g., no director APP/PSU metrics); ED&CC retains an independent compensation consultant and reviews market competitiveness .
Other Directorships & Interlocks
| Company | Role | Status |
|---|---|---|
| None disclosed | — | No current public company boards listed in AWK proxy profile for Ms. Havanec . |
Expertise & Qualifications
- Human resources leadership across Fortune 10 healthcare, industrial, and insurance sectors; expertise in compensation/benefits, succession planning, labor relations, governance, sustainability, culture .
- Education: BA and JD (with Honors), University of Connecticut .
Equity Ownership
| Ownership Detail | 2023 | 2024 |
|---|---|---|
| Beneficially owned shares | — | 2,687; <1% of shares outstanding |
| Director stock units outstanding (as of Dec 31) | 1,035 | — (distribution timing changed in 2024) |
| Unvested RSUs/PSUs | None | None (no unvested RSUs/PSUs listed for Havanec) |
- Director stock ownership guideline: 5× annual cash retainer to be met within 5 years of Board service start; as of Dec 31, 2024, Havanec is within her five-year compliance period (not yet required to be in compliance). As of Dec 31, 2023, she was also within the compliance period .
Governance Assessment
- Strengths: Independent director with deep CHRO experience; active on ED&CC and SETO, aligning with AWK’s human capital and operational risk oversight. Board demonstrates rigorous evaluation, peer review, and executive sessions; director compensation aligned near market median/75th percentile per independent consultant reviews .
- Alignment and incentives: Director mix emphasizes equity retainer (vests on grant); 2024 shift to immediate share distribution improves simplicity and transparency but maintains alignment via equity exposure and ownership guidelines .
- Attendance/engagement: Met minimum 75% attendance requirement; Board-wide attendance robust (98.0% in 2024; 96.1% in 2023) and required annual meeting attendance .
- Potential risks/flags to monitor: Ownership guideline compliance progress (within window as a 2022 appointee) ; no stock options or PSUs for directors (reduces performance linkage but standard for utilities); no related-person transactions naming Ms. Havanec in the proxy excerpts reviewed; AWK maintains a formal policy requiring pre-approval for any >$120,000 related-person transaction .