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Greg Salisbury

President, Electric Distribution at CONSUMERS ENERGY
Executive

About Greg Salisbury

Gregory M. Salisbury is Senior Vice President and President of Electric Distribution at Consumers Energy (effective July 1, 2025), overseeing the entire electric distribution business unit across operations and engineering; he previously served as Vice President of Electric Distribution Engineering and Vice President of Gas Engineering, following earlier roles leading operations performance at Consumers Energy and senior quality/operations posts at Stryker, General Motors, and Fresh Solution Farms . He holds a B.S. in Manufacturing Systems Engineering from GMI/Kettering University and an MBA from the University of Michigan Ross School of Business, and is an ASQ Certified Quality Engineer . CMS delivered 21 consecutive years of meeting or exceeding adjusted EPS guidance through 2023, while executive incentives emphasize relative TSR and EPS growth versus a peer group, aligning pay with performance . Company financial performance around his recent tenure shows revenues of $8,151 million (FY 2022), $7,166 million (FY 2023), and $7,200 million (FY 2024), with EBITDA of $2,385 million, $2,451 million, and $2,669 million respectively .*

Past Roles

OrganizationRoleYearsStrategic Impact
Consumers EnergySVP & President, Electric Distribution2025–present Leads electric distribution operations and engineering; remit expanded under new organizational structure focused on strategy execution and reliability .
Consumers EnergyVP, Electric Distribution Engineering2022–2025 Led distribution planning, design and strategy; quoted on undergrounding strategy to strengthen grid resiliency .
Consumers EnergyVP, Gas EngineeringNot disclosed Responsible for engineering and planning of natural gas transmission and distribution systems .
Consumers EnergyVP, Operations PerformanceNot disclosed Implemented “Consumers Energy Way,” lean principles, metrics analysis and reporting, work management improvements .
Consumers EnergyVP, Distribution Performance2017 Drove quality principles, metrics reporting, and field operations support across electric distribution and customer operations .

External Roles

OrganizationRoleYearsStrategic Impact
Stryker CorporationVP, Global Supplier Quality; senior/global quality and operations rolesNot disclosed Led quality across 39 manufacturing sites and 4,500+ suppliers; strengthened supplier performance and global quality systems .
Fresh Solution Farms, L.L.C.General ManagerNot disclosed Oversaw operations and quality in agribusiness context .
General MotorsPlant operations and quality leadership (Detroit-Hamtramck Assembly)Not disclosed Implemented lean manufacturing and quality systems in complex automotive operations .

Fixed Compensation

  • Base salary, target bonus, and realized annual bonus for Salisbury are not individually disclosed in recent CMS proxy statements; Salisbury was not listed among the Named Executive Officers (NEOs) in the 2024 proxy .
  • CMS program design: base salary targeted around peer median; annual incentive based 70% on EPS and 30% on operating cash flow (OCF); limited perquisites (primarily annual physical) .

Performance Compensation

Incentive TypeMetricWeightingTargetActual/PayoutVesting
Annual Incentive (AIP)Adjusted EPS70% Targets approved annually by Compensation Committee; specific levels not disclosed 2017 achievement 107% of EPS target contributing to 104% combined payout Annual cash incentive; deferral election available under AIP .
Annual Incentive (AIP)Operating Cash Flow (OCF)30% Targets approved annually; specific levels not disclosed 2017 achievement 98% of OCF target; combined payout 104% Annual cash incentive; deferral election available under AIP .
Long-Term Incentive (LTI) – Performance SharesRelative TSR vs Performance Peer Group50% of performance-based LTI Percentile vs peers: Minimum 30th=50%; Target median=100%; 70th=150%; 90th=200% Payout capped at target if absolute performance not positive 3-year performance period; minimum 36-month vesting for equity awards .
Long-Term Incentive (LTI) – Performance SharesEPS Growth (Adjusted LTI EPS) vs peers50% of performance-based LTI Same percentile schedule as TSR Payout capped at target if absolute performance not positive 3-year performance period; minimum 36-month vesting .
Long-Term Incentive (LTI) – Tenure-based RSUsService tenure25% of total LTI mix Continued employment to 3-year anniversary Vests if employed on 3-year anniversary; prorated for retirement/disability 3-year cliff vest .
Stock OptionsN/AN/ANo grants since 2003; none outstanding Repricing, buybacks, cancellation/regrant prohibited by plan N/A

Equity Ownership & Alignment

  • Stock ownership guidelines require officers to own CMS common stock worth 1x–6x base salary within five years of promotion; shares of unvested performance-based restricted stock do not count toward compliance .
  • Hedging and pledging of CMS securities are prohibited for officers; executive compensation program includes clawbacks for AIP and LTI awards .
  • 2024 proxy shows beneficial ownership and notes no shares are pledged among listed directors/NEOs; Salisbury’s individual beneficial ownership was not disclosed in that table .

Employment Terms

ProvisionTermNotes
Employment agreementsNoneCMS does not use individual employment agreements for executives; relies on separation and change-in-control agreements .
SeveranceUp to 3x base salary + annual incentive; average ~2xApplies under qualifying separation; details quantified in proxy sections for NEOs; individual terms for Salisbury not disclosed .
Change-in-ControlDouble-trigger required for accelerated vestingNo single-trigger vesting; equity acceleration requires both a change-in-control and qualifying termination .
Tax gross-upsNoneNo tax gross-ups in separation or change-in-control agreements .
ClawbacksYesClawbacks apply to AIP and LTI; discretion to recover upon restatement or errors .
Options policyNo options outstanding; strict prohibitionsNo grants since 2003; re-pricing, buybacks, and cancellation/regrant prohibited .
PerquisitesLimitedPrincipal perquisite is annual mandatory physical examination; no planes, cars, clubs, or financial planning .
Deferred CompensationAIP and DSSP deferrals availableExecutives may defer salary and/or incentive under DSSP and AIP .
Stock ownership compliance5-year windowSale restrictions and pay-in-stock mechanisms if not actively progressing toward guidelines after 3 years; post-deadline sale restrictions apply .

Company Performance Context

MetricFY 2022FY 2023FY 2024
Revenues ($USD Millions)8,151 7,166 7,200
EBITDA ($USD Millions)2,385*2,451*2,669*

Values retrieved from S&P Global.*

Performance & Track Record

  • CMS announced the 2025 organizational redesign, elevating Salisbury to lead Electric Distribution, to drive consistent delivery across people, planet, and prosperity; remit includes integrating operations and engineering for reliability and customer service .
  • Salisbury has publicly articulated undergrounding and grid-hardening strategy tradeoffs to improve resiliency with cost-effectiveness, reflecting engineering-led execution focus .
  • CMS achieved 21 consecutive years of meeting or exceeding adjusted EPS guidance through 2023, reinforcing the pay-for-performance framework underpinning executive incentives .

Compensation Governance and Shareholder Signals

  • Say-on-pay support has been consistently strong: ~99% (2019 proxy showing prior vote), ~96% (2021), ~97% (2024), ~98% (2018), with no program changes in response to high approval; governance includes no hedging/pledging, double-trigger for CIC, and clawbacks .

Investment Implications

  • Alignment: Strong incentive linkage to relative TSR and EPS growth with 3-year vesting, clawbacks, and stock ownership guidelines, plus a prohibition on hedging/pledging, suggest high alignment and lower governance risk for insider-driven selling or misalignment; tenure-based RSUs at 25% moderate risk by providing retention ballast .
  • Retention risk: Absence of employment agreements offsets with separation/CIC protections (double-trigger; up to 3x cap, average ~2x), which are competitive in the utility peer set; elevating Salisbury to president-level responsibility increases his strategic centrality to reliability and grid modernization, reducing near-term flight risk .
  • Trading signals: Watch for vesting cycles of performance-based shares tied to TSR/EPS cohorts and any AIP deferral elections; while Salisbury’s individual grants are not disclosed, company policy caps LTI payouts at target if absolute performance is negative, which curbs windfall risks in down markets .
  • Execution focus: Salisbury’s manufacturing and quality pedigree (Stryker/GM) and explicit emphasis on lean and grid-hardening (undergrounding strategy) point to operational improvements as the primary value-creation lever in electric distribution—key for outage reduction and cost discipline in a regulated utility context .