Sunil K. Pillai
Vice President – Environmental Quality (Golden State Water Company) at 
AMERICAN STATES WATER
AMERICAN STATES WATERExecutive
About Sunil K. Pillai
Sunil K. Pillai is Vice President – Environmental Quality at Golden State Water Company (GSWC), the regulated water subsidiary of American States Water Company (AWR). He has served in this role since February 2020 and is 56 years old as of March 28, 2025 . During his tenure, AWR delivered a 5-year consolidated diluted EPS CAGR of 6.8% (2019–2024), 9.1% dividend CAGR, and 8.3% CAGR in net utility plant, while more recent 2022–2024 TSR ranked at the 31st percentile versus the compensation peer group, reflecting mixed stock performance amid sector dynamics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Golden State Water Company (GSWC) | Vice President – Environmental Quality | Feb 2020 – Present | Executive leadership for environmental quality across regulated water operations |
| GSWC | Water Quality Manager | Oct 2015 – Feb 2020 | Oversight of water quality programs and regulatory compliance |
| GSWC | Engineering Design Manager | Jul 2015 – Oct 2015 | Engineering design responsibilities within water utility operations |
| GSWC | General Manager | Aug 2014 – Jul 2015 | Operating leadership at business unit level in regulated utility |
Fixed Compensation
| Element | Details | Notes |
|---|---|---|
| Base Salary | Not disclosed (not a Named Executive Officer) | Company discloses NEO salaries only |
| Benefits & Perquisites | Executive physical up to $4,000 every two years; travel accident insurance; use of company-owned car with purchase option at wholesale upon termination; standard vacation/sick policies | Applies to senior vice presidents and vice presidents; details per company policy |
| Employment Agreement | At-will employment; no employment agreements with named executive officers | Company practice; NEO disclosure indicates no employment agreements |
Performance Compensation
Annual Short-Term Incentive Plan (STIP) – Target Bonus %
| Year | Target Bonus as % of Base Salary |
|---|---|
| 2021 | 28.90% |
| 2022 | 29.90% |
| 2023 | 31.20% |
| 2024 | 32.20% |
| 2025 | 33.20% |
- Structure: For executives, 80% of target is tied to objective metrics and 20% to discretionary/individual performance; targets and maximums vary by officer group .
Operations Officers STIP – 2024 Metrics, Weights, Targets, Actuals, Payouts
| Metric (Objective Portion) | Weight at Target (%) | Threshold | Target | Maximum | Actual | Payout (% of Target Incentive) |
|---|---|---|---|---|---|---|
| Adjusted EPS – Regulated Water Utility (RWU) | 40.0% | 80% of budget | 100% of budget | 120% of budget | 101.7% of adjusted budget | 41.7% |
| Capital Expenditures – RWU | 16.0% | ≥ $135m | ≥ $145m | ≥ $165m | $201.9m (Max) | 24.0% |
| Customer Complaints – RWU | 6.0% | ≤ 0.095% | ≤ 0.055% | ≤ 0.025% | 0.032% (Between Target/Max) | 7.5% |
| Supplier Diversity – RWU | 6.0% | ≥ 27.0% | ≥ 31.0% | ≥ 35.0% | 35.3% (Max) | 8.0% |
| Safety – Recordable Incident Rate – RWU | 6.0% | ≤ 3.7 | ≤ 3.0 | ≤ 2.3 | 2.9 (Between Target/Max) | 6.3% |
| SOX Deficiencies – RU | 6.0% | No MW; no SD; ≤ 3 CDs | No MW; no SD; ≤ 1 CD | No MW; no SD; no CD | At Maximum | 7.0% |
| Objective Incentive Total | 80.0% | — | — | 115.0% cap | Above Target | 94.5% |
Notes:
- “Objective Incentive Total” achieved 94.5% of target for Operations Officers in 2024; discretionary component awarded separately by committee .
Operations Officers STIP – 2023 Objective Payout Summary
| Year | Objective Incentive Total as % of Target |
|---|---|
| 2023 | 94.1% (Operations Officers group) |
Long-Term Incentives (Equity) – Plan Design Features
| Feature | Terms |
|---|---|
| Vehicles | Performance Stock Units (PSUs) and time-based RSUs under 2016 Stock Incentive Plan (executive officers) |
| Vesting | 33% in Year 1, 33% in Year 2, 34% in Year 3; PSU performance certified after 3-year period |
| Dividends | Dividend equivalents accrue and are paid only to the extent awards vest |
| Change-in-Control | Double-trigger: if terminated without cause or resigns for good reason within 2 years post-CIC, unvested RSUs/PSUs vest |
| Risk Mitigants | Caps on PSU outcomes; clawback policy applies; no option repricing/repurchasing/discounting |
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Initial Section 16 Filing | Form 3 (Feb 3, 2020) reported no securities beneficially owned as of Jan 28, 2020 |
| Executive Stock Ownership Guidelines | VPs: 1.0x annual salary; SVPs: 1.5x; CEO: 5.0x; five years to comply |
| Hedging/Pledging | Hedging prohibited; pledging prohibited absent committee waiver; no officer or director has pledged shares since policy adoption |
| Insider Trading | Blackout from 14 days before quarter-end until 2 full trading days after earnings release; 10b5-1 plans permitted per policy |
| Equity Grant Policy | Awards generally not granted during blackout; effective dates avoid filings with material nonpublic information |
Note: Current individual share ownership for Mr. Pillai is not itemized in proxy stock ownership tables (which cover directors and NEOs). The Form 3 is the most recent officer-specific filing identified in our search .
Employment Terms
| Topic | Company Practice / Terms |
|---|---|
| Employment Agreement | No employment agreements with named executive officers; executives employed at will |
| Clawback Policy | Effective Oct 2, 2023; recovers erroneously awarded incentive compensation upon accounting restatement for the 3 completed years preceding restatement; includes equity and cash incentives |
| Non-Compete/Non-Solicit | Not disclosed in proxy filings for executives |
| Change-in-Control Economics | No single-trigger cash severance or tax gross-ups; equity awards feature double-trigger vesting upon qualifying termination within 2 years post-CIC |
| Equity Grant Timing | Grants generally outside blackout; no timing around MNPI per policy |
Performance & Track Record Highlights (Context)
- Company-level financials over 2019–2024: 6.8% 5-year EPS CAGR (7.2% adjusted), 9.1% dividend CAGR, 8.3% net utility plant CAGR, with 2024 diluted EPS of $3.17 .
- Relative TSR: 2022–2024 period at 31st percentile versus peer group; 2021–2023 at 63rd percentile; 2020–2022 at 64th percentile .
- Operations metrics (2024): Regulated water operations hit maximum for capex and supplier diversity and performed between target and maximum on complaints and safety, supporting above-target objective payouts for Operations Officers (94.5%) .
Compensation Committee & Peer Group (Benchmarking Context)
- Independent consultant Pearl Meyer; compensation philosophy balances absolute and relative performance with risk mitigants (ownership guidelines, clawbacks, anti-hedging/pledging) .
- Peer group includes ALLETE, Avista, California Water Service Group, Chesapeake Utilities, Essential Utilities, IDACORP, MGE Energy, Northwest Natural Holding, Northwestern Corp, Otter Tail, SJW Group .
- Say-on-pay approval ~95% in 2024, indicating shareholder support for program design .
Investment Implications
- Rising target bonus percentage (from 28.9% in 2021 to 33.2% in 2025) indicates increasing at-risk pay for Pillai, heightening alignment with operational performance outcomes central to water utility value (EPS, capex delivery, safety, customer service) .
- Consistently above-target objective STIP results for GSWC Operations Officers in 2023–2024 (94.1%–94.5%) suggest ongoing execution against operational KPIs, supporting bonuses but not indicating excess risk-taking given program caps and clawbacks .
- Ownership alignment: Form 3 showed no initial holdings; executives are bound by ownership guidelines (1x salary for VP), anti-hedging, and anti-pledging policies; however, absence of current, officer-level ownership disclosure limits assessment of Pillai’s personal “skin in the game” .
- Retention risk appears moderated by multi-year RSU/PSU vesting design and recurring STIP participation, though the lack of employment agreements means mobility remains largely governed by market opportunities and equity/bonus economics rather than contractual lock-ins .
- No governance red flags identified: no related-party transactions, legal proceedings, or option repricing; strong say-on-pay support reduces concern about shareholder pushback on compensation practices .