Jeffrey J. Lyash
Director at D
Board
About Jeffrey J. Lyash
Jeffrey J. “Jeff” Lyash, age 63, joined Dominion Energy’s Board as an independent director on June 25, 2025. He holds a B.S. in Mechanical Engineering from Drexel University, is a former NRC senior technical/management staffer, and held a senior reactor operating license, bringing deep nuclear and utility operations experience to the board . He served as President & CEO of Tennessee Valley Authority (TVA) from April 2019 to April 2025 and was appointed to Dominion’s Safety, Technology, Nuclear and Operations Committee upon election .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tennessee Valley Authority (TVA) | President & CEO | Apr 2019 – Apr 2025 | Led nation’s largest public utility; advanced nuclear and energy efficiency initiatives . |
| Ontario Power Generation | President & CEO | Not disclosed | Led major nuclear/operator utility; nuclear program oversight . |
| CB&I Power | President | Not disclosed | Power generation construction leadership . |
| Duke Energy / Progress Energy | EVP Energy Supply; President & CEO Progress Energy Florida | Not disclosed | Oversaw generation supply and Florida utility operations . |
| U.S. Nuclear Regulatory Commission | Senior technical/management roles | Not disclosed | Regulatory and nuclear safety expertise; held senior reactor operating license . |
External Roles
| Organization | Role | Tenure/Status |
|---|---|---|
| Institute of Nuclear Power Operations (INPO) | Immediate Past Chair | Current for 2025 . |
| Nuclear Energy Institute (NEI) | Immediate Past Chair | Current for 2025 . |
| Drexel University | Board of Trustees member | Current . |
| Granite Construction Inc. | Director (civil construction) | Served previously . |
Board Governance
- Independence: Elected as an independent director on June 25, 2025; no related-party transactions or selection arrangements disclosed .
- Committee assignment: Safety, Technology, Nuclear and Operations Committee (operations oversight, nuclear, cybersecurity, safety/environmental performance) .
- Attendance expectations: Board met 9 times in 2024; directors are expected to attend all Board/committee meetings and the annual meeting; independents hold executive sessions at each regular meeting .
- Lead independent oversight: Dominion maintains a strong Lead Independent Director role with defined responsibilities (agenda approval, executive sessions, shareholder engagement) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $117,500 | Standard non-employee director cash retainer at appointment . |
| Annual stock retainer | $177,500 | Standard non-employee director equity retainer at appointment . |
| Excess meeting fee | $2,000 | Paid if >25 meetings attended per calendar year . |
| Committee chair retainers (context) | $25,000 (Audit/CTD/Operations), $20,000 (Finance/NGS) | Program-level chair fees; Lyash is a member not chair . |
| Lead Director retainer (context) | $50,000 | Program-level; not applicable to Lyash . |
Program mechanics and alignment:
- Non-Employee Directors Compensation Plan permits deferrals of cash/stock retainers to stock unit accounts; dividends credited; distribution upon departure; departure stock grant of 1,000 shares (+1,000 for chair/Lead Director positions held in preceding year) .
- Matching Gifts: Up to $5,000 per year via Dominion Energy Charitable Foundation; no tax gross-ups for director imputed income .
- Ownership guidelines: Within four years, lesser of 12,000 shares or 5x combined annual cash and stock retainers; hedging/pledging prohibited .
Performance Compensation
- No performance metrics are tied to non-employee director compensation; annual equity retainers are time-based under the director plan (no options granted to directors since 2001) .
Other Directorships & Interlocks
| Company/Entity | Relationship | Notes |
|---|---|---|
| Granite Construction Inc. | Former public company director | Civil construction; not a utility competitor . |
| INPO / NEI | Immediate Past Chair | Industry organizations; nuclear governance expertise . |
| Drexel University | Board of Trustees | Academic governance . |
No interlocks or transactions requiring disclosure at appointment; Item 404(a) none .
Expertise & Qualifications
- Nuclear operations, safety, and regulatory expertise (NRC background; held senior reactor operating license) .
- Extensive leadership of large utilities and generation portfolios (TVA, OPG; Duke/Progress) .
- Technology/operations oversight (generation construction; cybersecurity oversight through Operations Committee remit) .
- Public policy and stakeholder engagement experience aligned with Dominion’s regulated footprint .
Equity Ownership
| Date | Filing | Reported Beneficial Ownership | Notes |
|---|---|---|---|
| 06/27/2025 | Form 3 (Initial Statement) | No securities beneficially owned | Filed upon joining Board; subsequent stock retainer accrues under director plan . |
| Policy context | — | Hedging/pledging prohibited; ownership guideline 12,000 shares or 5x retainers within 4 years | Director stock ownership guidelines and prohibitions . |
Insider filings: Form 3 on June 27, 2025 confirms initial position and director status .
Governance Assessment
- Board effectiveness: Addition of a seasoned nuclear/operator CEO strengthens oversight of Dominion’s nuclear fleet and major capital programs; aligns with Operations Committee remit .
- Independence & conflicts: No related-party transactions or selection arrangements disclosed; independence affirmed at election; ongoing related party screening via Dominion’s guidelines .
- Compensation alignment: Mixed cash/equity retainer with deferral options and robust ownership guidelines; hedging/pledging bans and departure grant mechanics promote alignment without pay-for-performance distortions in director roles .
- Signals for investor confidence: Board refreshment continues (7 new directors since 2019); nuclear and operations expertise added as load growth and nuclear license extensions progress .
- RED FLAGS: None disclosed at appointment—no Item 404 related-party transactions, no pledging/hedging allowed, and clear independence; monitor future Form 4s for ownership build versus guideline compliance over the four-year window .
Securities filings confirming director status and signatures: S-3ASR signatures include Jeffrey J. Lyash as Director on Oct. 31, 2025 and Nov. 10, 2025 .