James A. Bennett
Director at D
Board
About James A. Bennett
James A. Bennett, age 63, has served as an independent director of Dominion Energy since 2019. He is Executive Director of External Affairs at First‑Citizens Bank & Trust Company (since January 2024) and previously served as South Region Mid‑South Area Executive from January 2015 to January 2024; earlier in his career he became the youngest bank president in South Carolina as President of Victory Savings Bank in 1989 . He holds an undergraduate degree from the University of South Carolina and is a graduate of the South Carolina Bankers School . The Board has affirmatively determined his independence under NYSE and company standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| First‑Citizens Bank & Trust Company | Executive Director of External Affairs | Jan 2024 – present | External and governmental affairs leadership |
| First‑Citizens Bank & Trust Company | South Region Mid‑South Area Executive | Jan 2015 – Jan 2024 | Regional leadership; talent/financial management experience |
| Victory Savings Bank | President | 1989 | Youngest bank president in South Carolina |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blue Cross Blue Shield of South Carolina | Director | Current | Board service |
| Midlands Business Leadership Group | Executive Committee Member | Current | Regional business leadership |
| University of South Carolina Educational Foundation & Development Foundation | Member | Current | University governance support |
| Columbia Urban League | Former Chairman; >35 years involvement | Historical; ongoing involvement | Community leadership and engagement |
| Claflin University | Former Chairman of the Board | Historical | Higher education governance |
| South Carolina Bankers Association | Former Chair | Historical | Industry leadership |
| SCANA Corporation (public company) | Director (prior) | Historical | Public company governance experience |
Board Governance
- Committee assignments (2024): Chair, Safety, Technology, Nuclear and Operations Committee (“Operations”); Member, Finance Committee .
- Meeting cadence/attendance: Board met 9 times in 2024; each director serving in 2024 attended at least 75% of Board and applicable committee meetings; all director nominees for 2025 attended the 2024 Annual Meeting .
- Independence and structure: Board committees are 100% independent; Bennett is one of the directors affirmatively determined independent by the Board .
- Committee activity levels (2024): Audit (9 meetings), CTD (5), Finance (4), NGS (4), Operations (2) .
- Lead Independent Director & executive sessions: Susan N. Story serves as Lead Independent Director; independent directors hold executive sessions at each regularly scheduled Board meeting .
- 2024 committee refresh: In July 2024, the Board restructured committees and formed the Operations Committee to enhance oversight of operations, nuclear, safety, and cybersecurity; Bennett chairs this committee .
Fixed Compensation
| Metric (Non‑Employee Director, 2024) | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $142,500 | Actual cash compensation for 2024 |
| All Other Compensation | $5,000 | Matching gifts via Dominion Energy Charitable Foundation |
| Annual Cash Retainer (Program term) | $50,000 | Standard retainer for directors |
| Committee Chair Retainer – Operations | $25,000 | Annual chair retainer for the Operations Committee |
| Committee Chair Retainers – Audit/CTD (for context) | $25,000 | Not applicable to Bennett in 2024 |
| Committee Chair Retainers – Finance/NGS (for context) | $20,000 | Not applicable to Bennett in 2024 |
| Excess Meeting Fee | $2,000 | Per director per meeting above 25 per year |
| Tax gross‑ups on director benefits | None | No tax gross‑ups for directors |
Performance Compensation
| Equity Element (2024) | Detail | Amount/Terms |
|---|---|---|
| Annual Stock Retainer (grant) | Grant-date fair value | $167,494; equals 3,258 shares valued at $51.41 (closing price) on May 6, 2024 |
| Form of award | Stock retainer; deferrable to stock unit account | Directors may defer all/part of stock retainer; stock unit accounts credited for dividends |
| Options | None | No stock options granted to directors since 2001; none outstanding |
| Restricted stock awards (directors) | None in 2024 | No restricted stock awards granted to directors in 2024 |
| Departure stock grant policy | Upon departure after ≥5 years: 1,000 shares; +1,000 per chair/Lead Director role in prior year | Plan feature; not triggered for Bennett in 2024 |
Note: Dominion Energy’s director equity is a fixed-value stock retainer (not performance-conditioned); directors can elect deferral to stock units; plan prohibits hedging, margin, and pledging of company shares by directors .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Bennett |
| Current other boards | Blue Cross Blue Shield of South Carolina (Director) |
| Prior public company boards | SCANA Corporation (Director, prior) |
| Compensation committee interlocks | None – Company discloses no CTD Committee interlocks or insider participation |
Expertise & Qualifications
- Leadership and talent management from senior banking roles, aiding strategic planning and workforce development oversight .
- Financial and risk management expertise from regulated financial services, supporting oversight of financial needs and risk management .
- Government/public policy familiarity and customer/community orientation, aligning with regulated utility stakeholder needs .
- Corporate governance experience via prior SCANA board service .
Equity Ownership
| As of March 14, 2025 | Shares of Common Stock | Deferred Stock Accounts | Restricted Shares | Total Beneficial Ownership |
|---|---|---|---|---|
| James A. Bennett | 8,965 | 19,789 | — | 28,753 |
- Ownership concentration: Neither any individual director/officer nor the group owns ≥1% of outstanding shares as of March 14, 2025 .
- Ownership guidelines: Within four years of election, directors must hold the lesser of 12,000 shares or shares equal to 5× combined annual cash+stock retainers; all non‑employee directors with ≥4 years on the Board have met the requirement (Bennett joined in 2019) .
- Hedging/pledging: Directors are prohibited from hedging transactions, margin accounts, or pledging company shares .
- Section 16 compliance: No known delinquent Section 16(a) filings for directors in 2024 (one late Form 4 pertained to an executive, not directors) .
Governance Assessment
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Signals supporting investor confidence:
- Independent director with affirmed independence; serves as Chair of the Operations Committee overseeing safety, nuclear, and operational KPIs—an area of heightened regulatory and reputational risk in utilities .
- Active committee member on Finance, aligning his banking risk/finance expertise with capital structure and liquidity oversight; Finance met four times in 2024 .
- Board reports each director attended at least 75% of Board/committee meetings in 2024; all nominees attended the 2024 Annual Meeting—baseline engagement signal .
- Ownership alignment: meaningful beneficial ownership/deferred units; compliance with robust ownership guidelines and prohibition on hedging/pledging .
- Director compensation structure is balanced (cash + fixed‑value equity), reviewed with FW Cook; no options or special perquisites; no tax gross‑ups for directors .
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Potential watch items / conflicts:
- Related party transactions: Company discloses no related party transactions requiring approval since Jan 1, 2024 other than those listed, which do not involve Bennett .
- Committee workload: Operations Committee held two meetings in 2024 given its mid‑year formation; continued monitoring of meeting cadence and depth as oversight scope (safety/nuclear/cyber) is substantial .
- Say‑on‑pay support (context): Strong support (95.1% in 2024; 97.1% in 2023) indicates favorable investor sentiment toward compensation governance broadly .
Overall, Bennett’s committee leadership and finance background align with Dominion’s current risk and operating priorities, with no disclosed conflicts and solid ownership alignment under company policies .