Elisabeth A. Eden
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TXNM Energy, Inc. | Senior Vice President & Chief Financial Officer | 2022 – Sep 2025 | Led corporate finance, capital markets, strategic planning; executive leadership across utility subsidiaries |
| TXNM Energy, Inc. | Vice President & Treasurer | Not disclosed | Executive responsibility for treasury and capital markets |
| TXNM Energy, Inc. | Vice President & Chief Information Officer | Not disclosed | Led IT and cybersecurity initiatives |
| TXNM Energy, Inc. | Vice President of Human Resources | Not disclosed | Oversight of employee/labor relations, succession and talent management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Presbyterian Healthcare Services (non-profit) | Board Member | Not disclosed | Community-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
| Component | Value | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Eden receives pro‑rata portion for Sep 2025–May 2026 term |
| Annual equity retainer | $120,000 | Pro‑rata portion; shares determined by closing price on Sep 12, 2025, issued Sep 15, 2025 |
| Audit Committee member retainer (cash) | $8,500 | Pro‑rata portion for Sep 2025–May 2026 |
| Equity plan | 2023 Stock and Incentive Compensation Plan | Director equity awards granted under the 2023 SICP |
| Vesting | Fully vested on issuance | Director 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
| Company | Public/Private | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Presbyterian Healthcare Services | Private (non-profit) | Board Member | No 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
| Security | Shares | Ownership Form | As of | Source |
|---|---|---|---|---|
| Common Stock | 613 | Direct | Sep 15, 2025 | Form 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 .