Shawn Bunting
CALIFORNIA WATER SERVICEAbout Shawn Bunting
Shawn C. Bunting is Senior Vice President, General Counsel & Business Development at California Water Service Group (CWT), promoted effective January 1, 2024 . In 2024, CWT delivered record results following the CPUC’s March 2024 GRC decision: total operating revenue of $1.04B with EPS of $3.25 and company-funded capex of $451–$471M, driving a 178% payout on the annual incentive plan; by contrast, cumulative TSR for 2024 in the Pay vs Performance table was $97.46 on a $100 base (peer group $92.93) . Education, age, and prior background for Mr. Bunting were not disclosed in the proxy.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| California Water Service Group | Senior Vice President, General Counsel & Business Development | 2024–Present | Promoted to SVP effective Jan 1, 2024; added to Named Executive Officers |
External Roles
No external board or officer roles for Mr. Bunting were disclosed in the proxy. If you’d like, I can search 8-Ks and other filings for additional biographical details.
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $400,000 | $420,000 |
| Target Annual Bonus (ARP) as % of Salary (Senior VPs) | — | 40% of base salary |
| Actual Annual Bonus Paid ($) | — | $299,040 |
Notes:
- The 2024 annual incentive plan (ARP) for senior vice presidents targets 40% of base, with 0–200% payout range; company performance yielded a 178% overall payout for 2024 .
Performance Compensation
2024 Annual Incentive Plan (ARP) — Metrics, Weighting, Targets, Outcomes
| Metric | Weight | Target (Illustrative) | 2024 Outcome | Payout Contribution |
|---|---|---|---|---|
| Water Quality & Public Health | 20% | No primary violations; ≤2 secondary; ≤4 procedural | Achieved: 0/0/0 | 200% on metric (40% of plan) |
| Customer Service & Support | 20% | 94.1% of CPUC/internal composite; e-billing/collections stretch adders | Achieved 100% of max composite; -7% collections; +4% e-billing | 175% on metric (35% of plan) |
| Infrastructure Improvement & Utility Plant Investment | 20% | $360M target | $451M company-funded ($471M total) | 200% on metric (40% of plan) |
| Budget to Actual (EPS) | 20% | +/-2.5% vs budget | +53% above budget (GRC impact) | 200% on metric (40% of plan) |
| Emergency Preparedness & Safety | 20% | Targets across EOC trainings, training attendance, TCIR, vehicle accidents, audits | Mixed; overall 115% | 115% on metric (23% of plan) |
| Total Plan Payout | — | — | — | 178% total payout |
- Context: EPS and revenue exceeded plan due to the March 7, 2024 CPUC decision on the 2021 GRC, which retroactively increased 2023 revenues recognized in 1Q24 ($87.5M) .
Long-Term Incentives — Structure and 2024 Awards
- CWT grants performance-based RSUs (majority) and time-based RSAs; options are not used historically .
- Senior Vice Presidents: LTI target mix 65% RSUs / 35% RSAs (company-wide LTI mix framework) .
- 2024 performance RSUs (three-year period 2024–2026) metrics and weights:
- Return on Equity (ROE): 40% (threshold = authorized ROE −100 bps; target = authorized ROE; max = target +50 bps)
- Growth in Stockholders’ Equity: 40% (threshold $675M; target $725M; max $825M)
- Grant Funding for Water Infrastructure Projects: 20% (threshold 20 applications; target ≥20 apps and ≥$15M awards; max ≥40 apps and ≥$45M awards)
Equity Ownership & Alignment
Beneficial Ownership (as of April 16, 2025)
| Holder | Beneficially Owned Shares |
|---|---|
| Shawn C. Bunting | 3,646 |
- Aggregate insider ownership (all directors and officers): ~1.0% of outstanding shares; no individual insider >1.0% .
- Stock ownership guidelines: Senior VPs must hold stock equal to 1.5× base salary; all officers and directors were in compliance as of the proxy .
Outstanding and Unvested Awards (Dec 31, 2024)
| Award Type | Shares Unvested | Market Value at $45.33 |
|---|---|---|
| Time-based RSAs (Mar 7, 2023 grant) | 437 | $19,809 |
| Time-based RSAs (Jun 5, 2024 grant) | 1,616 | $73,253 |
| Performance RSUs (3/7/2023 cycle, perf. 2024–2026) | 1,630 (unearned) | $73,888 |
| Performance RSUs (6/5/2024 cycle, perf. 2024–2026) | 3,016 (unearned) | $136,715 |
Vesting schedules:
- RSAs: 3-year schedule — 33.3% after year one, then quarterly over the next 24 months (e.g., 6/5/2024 grant vests 3/5/2025 then quarterly) .
- RSUs: 3-year performance period; vest based on certified results at period end (e.g., 2024–2026 cycles) .
Hedging/Pledging:
- Directors and officers are prohibited from hedging and pledging CWT stock; short sales and derivatives not permitted .
2022–2024 PSU cycle:
- Company-level payout certified at 112% (ROE 80%, Equity Growth 100%, ESG 200%); Mr. Bunting did not participate because he was not an employee in 2022 .
Employment Terms
| Topic | Key Terms |
|---|---|
| Employment Agreement | None; officers generally not party to individual employment agreements |
| Clawback | NYSE/Rule 10D-1-aligned clawback policy for incentive-based compensation |
| Ownership Guidelines | Senior VPs: 1.5× base salary; mandatory holding of 50% net after-tax shares until compliant (in compliance) |
| Severance (non-CIC) | Standard termination pay policy (modest) plus ARP at target where applicable |
| Change-in-Control (CIC) Plan | Double-trigger; severance equals 3× base salary; installments over 3 years; excise tax gross-up provided; equity plan does not require single-trigger acceleration |
| Non-Solicit/Confidentiality | Severance conditioned on release; forfeiture upon violation of non-solicitation and confidentiality provisions |
| Pension/SERP | Pension Plan and SERP participation; vesting and benefit structure per plan |
Potential payments (if termination occurred 12/31/2024):
| Scenario | Cash Severance | ARP (Assumed at Target) | RSUs (Value) | RSAs (Value) | Accrued Vacation | Total |
|---|---|---|---|---|---|---|
| Termination w/o CIC | $48,462 | $168,000 | — | — | — | $216,462 |
| Retirement | $48,462 | $168,000 | $94,876 | $93,062 | — | $311,338 |
| CIC + Termination | $1,308,462 | $168,000 | $210,603 | $93,062 | — | $1,780,127 |
Pension values (12/31/2024):
| Plan | Credited Service (Years) | Present Value |
|---|---|---|
| Pension Plan | 1.84 | $125,602 |
| SERP | 1.84 | $150,681 |
Investment Implications
- Pay-for-performance alignment: 2024 ARP payout of 178% flowed from quantifiable operational/financial achievements (quality, service, capex, EPS outperformance), not discretionary adjustments—supporting incentive integrity. This structure, with multi-metric weighting and caps, reduces risk of single-metric gaming .
- Retention and selling pressure: Meaningful unvested RSAs vest quarterly through 2027 and unearned PSUs cliff-vest post-2026; expect ongoing Form 4 activity tied to scheduled settlements but limited “option overhang” since the company does not grant options . SERP vesting requires five years as an officer (Bunting has 1.84 credited years), creating additional retention incentive .
- Alignment and governance: Ownership guidelines (1.5× base for SVPs) with universal compliance, prohibition on hedging/pledging, and a clawback policy enhance alignment. However, the CIC plan’s excise tax gross-up is a shareholder-unfriendly feature and a governance red flag to monitor despite the double-trigger design and installment payments .
- External signaling: High say‑on‑pay support (96% in 2024) suggests investor acceptance of plan design and outcomes; nonetheless, 2024 EPS outperformance was aided by a retroactive GRC decision, so forward incentives’ heavier reliance on ROE and equity growth in PSUs should better capture sustainable value creation beyond one-off regulatory timing benefits .
If you want, I can pull recent Form 4s to quantify actual insider transactions and set up alerts ahead of the quarterly RSA vest dates.