Steven D. Ridge
Executive Vice President and Chief Financial Officer at D
Executive
About Steven D. Ridge
Steven D. Ridge, age 44, is Executive Vice President and Chief Financial Officer of Dominion Energy (since January 2024), having previously served as Senior Vice President & CFO (Nov 2022–Dec 2023) and in operating and IR roles since 2019 . 2024 performance outcomes relevant to his pay include: Annual Incentive Plan (AIP) funded at 110% on consolidated operating EPS of $2.77 vs $2.75 target , while the 2022 three‑year performance grant paid at 8.8% of target (driven by second‑lowest relative TSR in peer set and missed cumulative operating EPS goal) . Say‑on‑pay support ran 97.1% (2023) and 95.1% (2024), indicating broad shareholder acceptance of the program design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Dominion Energy | EVP & CFO | Jan 2024–present | Principal finance officer; SOX 302/906 signatory |
| Dominion Energy | SVP & CFO | Nov 2022–Dec 2023 | Led corporate finance through business review; SEC signatory |
| Questar Gas (DE subsidiary) | President | Oct–Nov 2022 | Oversaw regulated gas utility operations in Utah/West |
| Dominion Energy | VP & GM – Western Distribution | Oct 2021–Sep 2022 | Ran western gas distribution operations |
| Dominion Energy Services | VP – Investor Relations | Apr 2019–Sep 2021 | Led investor communications |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No public company directorships or external board roles disclosed in SEC filings |
Fixed Compensation
| Year | Base Salary ($) | AIP Target (% of Salary) | Notes |
|---|---|---|---|
| 2024 | 747,500 | 90% | 15% salary increase effective Jan 1, 2024; AIP target increased from 70% to 90% |
| 2023 | 650,000 | 70% (implied prior to 2024 increase) | 8.3% merit increase Mar 1, 2023 |
| 2022 | 600,000 (as of 12/31/2022) | — | Promoted to SVP & CFO in Nov 2022; received $350,000 promotion bonus and $25,000 relocation bonus in 2022 |
All Other Compensation detail (2024):
- Executive perquisites $9,500; life insurance $18,258; 401(k) match/nonelective $34,500; company match above IRS limits $40,250; total $102,508 .
Performance Compensation
2024 Annual Incentive Plan (AIP) – Payout Mechanics and Results
| Metric | Weight | Target | Actual | Payout (% of target) | Payout $ |
|---|---|---|---|---|---|
| Consolidated Operating EPS | 100% | $2.75 | $2.77 | 110% | $740,025 |
- AIP formula: Base Salary × Target Award % × Financial Goal Score; Ridge: $747,500 × 90% × 110% = $740,025 .
- Committee retained negative discretion for operational goals; no reductions applied in 2024 .
Long-Term Incentive Program (LTI) – Structure and 2024 Awards
| Component | 2024 Target Value | Instrument | Vesting/Performance | Key Metrics/Calibration |
|---|---|---|---|---|
| Performance-Based Award | $1,050,000 | Performance Shares (settle in stock) | 3‑year performance period ending 12/31/2026; cliff vest on 2/1/2027 (subject to performance) | Relative TSR (50% weight, at‑target at 50th percentile), Non‑Carbon Emitting Generation Capacity (NCGC) 10%, other metrics to be set per strategic review; total payout 0–200% |
| Time‑Based Restricted Stock | $450,000 | RS | 3‑year cliff; vests 2/1/2027 | — |
Transition note: In 2024, Dominion shifted from cash performance grants to PSUs/performance shares to strengthen pay-for-performance; eliminated P/E ratio modifier for all officers .
Prior Performance Grants – Outcomes (Ridge)
| Grant | Period | Metrics | Outcome |
|---|---|---|---|
| 2022 Performance Grant (stock for Ridge) | 2022–2024 | Relative TSR 50% (actual: 2nd lowest, 0% score), cumulative operating EPS 40%, NCGC 10% | Overall payout 8.8% of target; Ridge’s performance shares earned/vested Jan 24, 2025 |
Equity Ownership & Alignment
Beneficial Ownership (as of March 14, 2025)
| Holder | Common Shares | Restricted Shares | Total Beneficial | % of Shares Outstanding |
|---|---|---|---|---|
| Steven D. Ridge | 7,442 | 37,759 | 45,201 | ~0.005% (45,201 / 852,050,458) |
- Ownership guidelines: Executive Vice Presidents must hold stock equal to 4× base salary; until compliant, must retain all after‑tax shares from vesting .
- Compliance status indicator: Ridge received performance‑based awards that settle in stock (not cash) in 2022 and 2024 because he had not achieved at least 50% of his guideline at grant; others had achieved >50% .
- Anti‑hedging/pledging: Company prohibits hedging and pledging; officers cannot use margin or pledge shares .
- Options: No options outstanding or exercised in 2024 .
Outstanding and Recent Awards (as of 12/31/2024)
| Type | Shares/Units | Vesting Date/Status | Notes |
|---|---|---|---|
| Restricted Stock | 1,331 | 2/1/2025 | Time‑based |
| Restricted Stock | 9,070 | 2/1/2026 | Time‑based |
| Restricted Stock (true‑up promo grant) | 1,933 | 12/1/2025 | 3‑yr ratable vest; 1,932 vested 12/1/2024 |
| Restricted Stock | 9,665 | 2/1/2027 | Time‑based (2024 grant) |
| Performance Shares | 1,996 | Earned/vested 1/24/2025 | 2022 Performance Grant settlement (stock for Ridge) |
| Performance Shares | 13,605 | 2/1/2026 | 2023 performance grant (at target; subject to performance) |
| Performance Shares | 22,552 | 2/1/2027 | 2024 performance‑based award (at target; subject to performance) |
| 2025 Key Contributor Awards | Cash $150,000; RS $350,000 | RS three‑year cliff vest | Also subject to clawback; cash must be repaid if voluntarily resigns within 1 year |
Vesting pressure: multiple cliffs in early February 2026 and 2027 (RS and performance shares) could create episodic liquidity events; however, retention features include three‑year cliffs and 2025 awards with repayment conditions within 12 months .
Employment Terms
Change‑in‑Control (CIC) & Severance Economics
- Employment Continuity Agreements: 3‑year rolling term; predominantly double‑trigger (CIC plus termination without cause/constructive termination) .
- Severance multiple under CIC: Lump sum equal to 3× (base salary + AIP award, defined as greater of current target or highest actual in prior 3 years); plus specified benefits (e.g., retiree medical credit, executive life, outplacement up to $25k) .
- Excise tax gross‑up: Not available to officers first elected after Feb 1, 2013; Ridge and Brown are not eligible. Confirmed by $0 excise tax/gross‑up in Ridge’s CIC scenario .
Incremental payments (as if event occurred 12/31/2024):
| Scenario | Restricted Stock ($) | Performance Grant ($) | Severance Payments ($) | Retiree Medical & Exec Life ($) | Outplacement ($) | Excise/Gross‑up ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| Termination w/o Cause | 613,088 | 970,719 | 0 | 0 | 0 | 0 | 1,583,807 |
| Death/Disability | 613,088 | 970,719 | 0 | 0 | 0 | 0 | 1,583,807 |
| Change in Control (double trigger) | 571,776 | 1,084,200 | 4,260,750 | 91,290 | 25,000 | 0 | 6,033,016 |
Other governance protections:
- Clawback policy adopted Oct 2, 2023 per NYSE Rule 10D‑1; applies to incentive compensation in restatement scenarios; broader misconduct clawbacks in AIP/LTI .
- No hedging/pledging by officers .
- Company practice “What We Don’t Do” includes prohibiting excessive CIC benefits and tax gross‑ups for newer officers .
Compensation Structure Analysis
- Mix shift and at‑risk pay: Ridge’s 2024 LTI increased performance weighting (70% vs 60% in 2023) and transitioned to equity‑settled performance shares, enhancing pay–performance alignment .
- Performance rigor: 2024 AIP tied solely to consolidated operating EPS with negative discretion for ops/stewardship; funded at 110% on EPS beat ($2.77 vs $2.75) .
- Long‑term performance sensitivity: 2022 performance grant paid 8.8% of target given bottom‑quartile relative TSR and missed cumulative EPS, demonstrating downside sensitivity in LTI .
- Ownership alignment: EVP guideline at 4× salary with mandatory post‑vest retention until compliant; Ridge was <50% at grant, receiving stock‑settled performance shares to accelerate alignment .
- Perquisites: modest; 2024 “All Other Compensation” totaled $102,508, primarily benefits/matching, not lifestyle perks .
Compensation & Ownership Tables (Multi‑Year)
Summary Compensation (Ridge)
| Year | Salary ($) | Stock Awards ($) | Non‑Equity Incentive (AIP) ($) | Change in Pension Value ($) | All Other Comp ($) | SEC Total ($) |
|---|---|---|---|---|---|---|
| 2024 | 747,500 | 1,713,871 | 740,025 | 3,242 | 102,508 | 3,307,146 |
| 2023 | 641,667 | 1,033,958 | 436,800 | 3,621 | 204,776 | 2,320,822 |
| 2022 | 331,137 | 610,096 | 423,696 | 5,604 | 125,915 | 1,871,448 |
LTIP Target Awards
| Year | Performance‑Based Target ($) | Restricted Stock Target ($) | Total LTIP Target ($) |
|---|---|---|---|
| 2024 | 1,050,000 | 450,000 | 1,500,000 |
| 2023 | 810,000 | 540,000 | 1,350,000 |
Performance & Track Record
- 2024 AIP funded at 110% on consolidated operating EPS performance ($2.77 vs $2.75), with all operational goals achieved (no negative discretion) .
- 2022‑2024 relative TSR ranked second‑lowest vs peer group; 2022 performance grant paid 8.8% overall (LTI downside realization) .
- Say‑on‑pay supported by 95.1% (2024) and 97.1% (2023) of votes cast .
Employment & Contracts
- EVP/CFO since Jan 1, 2024; promotions and compensation terms approved Jan 25, 2024: salary $747,500; AIP target 90%; LTI target $1.5M .
- 2025 “key contributor” cash and restricted stock recognition awards ($150,000 cash; $350,000 RS; 3‑year cliff; 12‑month repayment on voluntary resignation) .
Risk Indicators & Red Flags
- No hedging/pledging permitted; none disclosed .
- No stock options outstanding or exercised in 2024 .
- Excise tax gross‑ups eliminated for officers first elected after Feb 1, 2013; Ridge not eligible .
- Clawback policy compliant with NYSE Rule 10D‑1 effective Oct 2, 2023 .
- Low relative TSR in 2022–2024 lowered LTI payouts (8.8%), indicating strong downside risk‑sharing .
Compensation Peer Group (for performance measurement)
Peer companies used for the 2022 performance grant (for TSR comparison and other metrics): Ameren, AEP, CenterPoint, CMS, ConEd, Duke, Edison International, Entergy, Eversource, Exelon, FirstEnergy, NextEra, NiSource, PSEG, Southern, WEC, Xcel .
- For Ridge and other NEOs (non‑CEO), 2024 relative TSR at‑target payout at the 50th percentile .
Investment Implications
- Alignment: Ridge’s package skews to performance with 2024 LTI at 70% performance‑based and tight calibration (e.g., TSR percentile gates), while AIP is single‑metric EPS with negative discretion—supportive of earnings and TSR discipline .
- Retention: Meaningful unvested equity through 2027 (time‑based and performance shares) plus 2025 recognition awards (cash/RS with cliff and repayment) reduce near‑term departure risk .
- Trading signals: February vesting cliffs (2026/2027) could create predictable liquidity windows; however, no hedging/pledging and ownership‑build requirements temper forced selling .
- Change‑in‑control economics: Double‑trigger with 3× multiple (base + AIP) and no excise gross‑up for Ridge; modeled CIC payout ~$6.0M as of 12/31/2024 underscores significant, but not excessive, takeover sensitivity .