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Elisabeth A. Eden

Director at CHESAPEAKE UTILITIESCHESAPEAKE UTILITIES
Board

About Elisabeth A. Eden

Elisabeth A. Eden was appointed as an independent Class II director of Chesapeake Utilities Corporation effective September 15, 2025, and designated an Audit Committee member and “audit committee financial expert” under SEC rules . She previously served as Senior Vice President and Chief Financial Officer of TXNM Energy, Inc. (parent of PNM and Texas-New Mexico Power), and held executive roles spanning finance, IT and HR; she has maintained the Chartered Financial Analyst (CFA) designation for twenty years . Initial beneficial ownership reported on Form 3 was 613 common shares, held directly, as of September 15, 2025 .

Past Roles

OrganizationRoleTenureCommittees/Impact
TXNM Energy, Inc.Senior Vice President & Chief Financial Officer2022 – Sep 2025Led corporate finance, capital markets, strategic planning; executive leadership across utility subsidiaries
TXNM Energy, Inc.Vice President & TreasurerNot disclosedExecutive responsibility for treasury and capital markets
TXNM Energy, Inc.Vice President & Chief Information OfficerNot disclosedLed IT and cybersecurity initiatives
TXNM Energy, Inc.Vice President of Human ResourcesNot disclosedOversight of employee/labor relations, succession and talent management

External Roles

OrganizationRoleTenureNotes
Presbyterian Healthcare Services (non-profit)Board MemberNot disclosedCommunity-focused governance role in New Mexico

Board Governance

  • Committee memberships: Audit Committee member; designated “audit committee financial expert” .
  • Independence: Board determined Eden meets NYSE and SEC independence standards (including Audit Committee independence) .
  • Director election: Expected to stand for election at the 2026 Annual Meeting .
  • Board leadership context: CPK currently combines Chair/CEO roles with an independent Lead Director framework .

Fixed Compensation

ComponentValueNotes
Annual cash retainer$90,000Eden receives pro‑rata portion for Sep 2025–May 2026 term
Annual equity retainer$120,000Pro‑rata portion; shares determined by closing price on Sep 12, 2025, issued Sep 15, 2025
Audit Committee member retainer (cash)$8,500Pro‑rata portion for Sep 2025–May 2026
Equity plan2023 Stock and Incentive Compensation PlanDirector equity awards granted under the 2023 SICP
VestingFully vested on issuanceDirector equity retainer shares issued to Eden were fully vested at grant

Performance Compensation

  • Non-employee director equity awards are retainer-based and fully vested; no performance metrics are disclosed or attached to Eden’s director equity grant .

Other Directorships & Interlocks

CompanyPublic/PrivateRoleInterlock/Conflict Notes
Presbyterian Healthcare ServicesPrivate (non-profit)Board MemberNo related-party transactions with CPK disclosed; Audit Committee found none reportable under Item 404(a)

Expertise & Qualifications

  • Audit and financial oversight: Recognized “audit committee financial expert” based on experience and knowledge .
  • Finance and capital markets: CFO experience; treasury leadership; CFA charterholder for 20 years .
  • Technology and cybersecurity: Prior CIO role; cross-functional leadership in IT .
  • Human capital and succession: Former VP of HR; experience in employee relations and talent management .

Equity Ownership

SecuritySharesOwnership FormAs ofSource
Common Stock613DirectSep 15, 2025Form 3 initial statement
  • Anti-hedging and pledging: Company policy prohibits hedging transactions and pledging of Company stock by directors .
  • Director stock ownership guidelines: Non-management directors must own shares equal to 5x annual cash retainer within five years; guidelines apply to Eden post-appointment .
  • Eden’s director equity retainer shares were fully vested upon issuance; the number of shares was based on CPK’s Sep 12, 2025 closing price and granted Sep 15, 2025 .

Governance Assessment

  • Positive signals: Independent appointment; immediate placement on Audit Committee with financial expert designation; no related-party transactions under Item 404(a); equity grants fully vested and made under approved 2023 SICP; adherence to anti-hedging/pledging policy; subject to director stock ownership guidelines .
  • Watch items: Combined Chair/CEO structure persists at the company level (mitigated by independent Lead Director); Eden is newly appointed, so attendance and engagement track record will be observable over 2025–2026 cycle .