Laura Wright
About Laura H. Wright
Laura H. Wright (age 65) has served on the CMS Energy/Consumers Energy Boards since 2013 and was elected Presiding Director in May 2024. She is an active CPA in Texas and retired as Senior Vice President Finance and CFO of Southwest Airlines (2004–2012); she later founded and consulted at GSB Advisory LLC (2012–2020) . Her board tenure is 12 years as of May 2025, with deep credentials in financial accounting, corporate finance, risk management, and governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Southwest Airlines Co. | Senior Vice President Finance & CFO | 2004–2012 | Finance/accounting leadership at consumer-oriented business |
| Southwest Airlines Co. | Vice President & Treasurer; Treasurer; Assistant Treasurer; other financial roles | Prior to 2004 | Corporate finance, treasury, risk mgmt |
| GSB Advisory LLC | Founder, Consultant | 2012–2020 | Interim executive/financial management |
| Arthur Young & Co. (Dallas) | Manager | Prior role | Public accounting expertise |
| University of North Texas System | Board of Regents, Chair | Prior role | Governance leadership and oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TE Connectivity plc | Board Member | 2014–present | Public boards within last 5 years |
| Spirit AeroSystems Holdings, Inc. | Board Member | 2018–present | Public boards within last 5 years |
| Joby Aviation, Inc. | Board Member | 2021–present | Public boards within last 5 years |
| Pebblebrook Hotel Trust | Trustee | Until 2019 | Prior public board service |
Board Governance
- Independence: The Board determined Wright is independent under NYSE standards and the company’s more stringent Independence Standards; all Audit and Compensation Committee members are independent .
- Presiding Director: Elected May 3, 2024. Duties include convening/chairing independent director executive sessions, presiding when the Chairman is absent, liaising among independent directors and leadership, and shaping agendas .
- Executive Sessions: Independent directors met four times in 2024 for CMS and four times for Consumers; Chairman Russell presided in 2024 .
- Attendance: In 2024, all directors attended more than 75% of Board and assigned committee meetings; in 2023, all directors attended 100% .
- Director Education: All directors attended two internal programs in 2024 (Digital/AI; Changing Policy Landscape of Electric Supply) .
- Other Board Service Limits: Directors may serve on no more than four other public company boards; the Board determined audit committee service capacity is not impaired by other boards .
| Committee | Wright’s Role | 2024 Meetings (CMS/Consumers) | Key Responsibilities |
|---|---|---|---|
| Compensation & Human Resources | Member | 4 / 4 | Exec comp structure/policies; incentive plans; stock-based awards; succession; ownership guidelines |
| Governance, Sustainability & Public Responsibility | Member | 3 / 3 | Governance principles; director nominations; code of conduct oversight; sustainability/stakeholder outreach |
| Executive Committee | Member | 0 / 0 | Acts between Board meetings as necessary |
| Audit | Not a member | 7 / 7 | Financial reporting, internal controls, compliance, cyber risk |
| Finance | Not a member | 3 / 3 | Financing plans, capital structure, dividends, capex oversight |
Fixed Compensation
| Component | 2023 | 2024 | 2025 (Schedule) |
|---|---|---|---|
| Annual Cash Retainer (schedule) | $115,000 | $115,000 | $115,000 |
| Presiding Director Fee (schedule) | $30,000 | $30,000 | $35,000 |
| Audit Chair (schedule) | $20,000 | $22,500 | $25,000 |
| Audit Member (schedule) | $5,000 | $5,000 | $10,000 |
| Compensation Chair (schedule) | $20,000 | $20,000 | $20,000 |
| Finance/Governance Chair (schedule) | $15,000 | $20,000 | $20,000 |
| Wright – Fees Earned/Paid in Cash (actual) | $135,000 | $144,375 | — |
Notes:
- CMS pays additional retainers for committee chairs; only Audit has a member fee. Wright’s 2024 cash likely reflects base retainer plus Presiding Director fee, aligned with her role .
Performance Compensation
| Equity Component | May 2023 | May 2024 | May 2025 (Planned) |
|---|---|---|---|
| Annual Director Equity Grant – Fair Value | $160,000; tenure-based RS; vest 100% at next annual meeting | $175,000; tenure-based RS; vest 100% at next annual meeting | ~$175,000; tenure-based RS; vest 100% at next annual meeting |
| Wright – Stock Awards (aggregate grant date fair value) | $160,000 | $175,000 | — |
| Unvested Restricted Stock at 12/31 | 2,582 shares (Wright among directors with unvested RS) | 2,843 shares (Wright) | — |
| Restricted Stock Units Outstanding | None (Wright) | None (Wright) | — |
| Deferral Elections (equity) | Directors may defer grants as RSUs; Wright not listed among 2023 deferrers | Directors may defer; Wright not listed among 2024 deferrers | — |
Performance metrics in director compensation:
- None. Director equity is 100% tenure-based; no TSR/EPS metrics apply to director grants; vesting occurs at the next annual meeting .
Other Directorships & Interlocks
| Company | Sector/Notes | Potential Interlock/Conflict at CMS |
|---|---|---|
| TE Connectivity plc | Electronics/connectors | No CMS-related party transactions disclosed; independence affirmed |
| Spirit AeroSystems Holdings, Inc. | Aerospace structures | No CMS-related party transactions disclosed; independence affirmed |
| Joby Aviation, Inc. | eVTOL aviation | No CMS-related party transactions disclosed; independence affirmed |
Policy and independence:
- Board reviewed relationships (charitable affiliations; ordinary-course purchases/sales with affiliated entities) and deemed them immaterial; each below 1% of counterparties’ consolidated gross revenues .
Expertise & Qualifications
- Active CPA; extensive technical expertise in financial accounting/reporting, corporate finance, risk management; consumer-business experience; prior public accounting experience at Arthur Young .
- Skills matrix flags for Wright include executive leadership, finance/accounting, strategic planning/governance, sustainability/environmental, risk management, customer experience, HR/compensation .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Laura H. Wright | 38,811 | <0.5% individually; no shares pledged | Restricted stock included; no pledging; sole voting/investment power |
| Directors & executive officers (group) | 1,470,685 | <0.5% collectively | Group total; none own Consumers voting securities |
Ownership alignment:
- Director stock ownership guideline: 5× annual cash retainer by end of 5th calendar year; all directors comply or are expected to comply; cash retainer may be used to purchase shares if below guideline .
- Policy prohibits hedging and pledging of company securities by directors/officers .
Deferred compensation:
- Directors may elect to defer cash retainers; 2024 deferrals recorded for several directors, not including Wright .
Governance Assessment
- Committee impact: Wright sits on Compensation and Governance Committees—key levers for pay design, succession planning, codes oversight, and sustainability—enhancing board effectiveness with her finance and risk background .
- Leadership role: As Presiding Director since 2024, she strengthens independent oversight and director collaboration; responsibilities explicitly codified in bylaws and governance principles .
- Independence and conflicts: Board affirmed independence; any relationships reviewed and deemed immaterial; no pledging; hedging prohibited—positive alignment signals .
- Attendance/engagement: Board/committee attendance thresholds met (>75% in 2024; 100% in 2023); all directors attended two internal education programs—evidence of engagement .
- Compensation structure: Director pay mix balanced between fixed cash retainer and tenure-based equity; equity grant increased from $160k (2023) to $175k (2024), with planned $175k in 2025; no options or performance metrics in director equity—typical for utilities and supports independence while maintaining alignment via ownership guidelines .
- Board load: Wright serves on three other public boards; within company limits (≤4); board expressly determined outside board service does not impair capacity, including audit committee members—mitigates overboarding concerns .
RED FLAGS: None disclosed. No related-party transactions above materiality thresholds, no hedging/pledging, strong independence confirmations, and consistent attendance and engagement .