Joi Harris
DTE ENERGYAbout Joi Harris
DTE Energy’s Board elected Joi M. Harris as President and CEO effective September 8, 2025, and to the Board of Directors; she currently serves as President and Chief Operating Officer (since July 3, 2023) and is age 55 as of March 13, 2025 . Harris has 34 years at DTE (full-time since 1991), with a track record in utility operations, grid modernization, renewable project execution, and leadership that helped deliver a 70% year-over-year improvement in electric reliability in 2024, alongside major grid investments . Under DTE’s performance framework, key outcomes in 2024 included operating EPS of $6.83, cash from operations of $3.64B, and a five-year TSR of 129% (base 2019=100) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| DTE Energy Company | President & Chief Operating Officer | 2023–present | Led electric and gas utilities plus IT, Safety and key functions; architected increased grid investment contributing to 70% reliability improvement in 2024 . |
| DTE Energy Company | Leadership roles across distribution field operations, system control, transmission operations; led construction of renewable projects and Blue Water Energy combined cycle plant; served as DTE Gas President & COO | 1991–2023 | Infrastructure modernization, renewables build-out, and long-term generation positioning; extensive operations leadership across businesses . |
External Roles
- Not disclosed in company filings or press releases reviewed specific to Harris. (Norcia’s external roles are detailed; none listed for Harris in the sources used) .
Fixed Compensation
| Metric (USD) | 2024 |
|---|---|
| Base Salary | $626,154 |
| Target Annual Bonus ($) | $578,000 |
| Target Annual Bonus (% of salary) | 92.3% (calc from salary and target award) |
| Actual Annual Bonus Paid (AIP) | $788,300 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 structure and results (Ms. Harris follows CEO/CFO schema)
| Measure | Weight | Threshold | Target | Max | Result | Payout | Weighted Payout |
|---|---|---|---|---|---|---|---|
| DTE Adjusted Operating EPS | 20% | $6.54 | $6.69 | $6.83 | $6.83 | 200.0% | 40.00% |
| DTE Cash from Operations ($mm) | 20% | $2,975 | $3,306 | $3,637 | $3,650 | 200.0% | 40.00% |
| Net Promoter Score | 15% | 27 | 33 | 39 | 31 | 75.0% | 11.25% |
| OSHA Recordable Incident Rate | 5% | 0.68 | 0.55 | 0.42 | 0.70 | 0.0% | 0.00% |
| High Energy SIF | 5% | 4 | 2 | 0 | 2 | 100.0% | 5.00% |
| Employee Engagement (Gallup) | 5% | 4.17 | 4.29 | 4.44 | 4.35 | 140.0% | 7.00% |
| Storm customers restored ≤48hrs | 10% | 88% | 93% | 98% | 95% | 140.0% | 14.00% |
| CEMI4 (% of customers) | 5% | 11.1% | 9.3% | 7.5% | 7.8% | 182.8% | 9.14% |
| Nuclear Unit Capability Factor | 10% | 86.4% | 88.0% | 88.7% | 82.6% | 0.0% | 0.00% |
| % HCA miles assessable by ILI | 5% | 96.76% | 96.85% | 96.89% | 96.92% | 200.0% | 10.00% |
| Total | 100% | 136.39% |
Notes: AIP payout curve ranges from 25% (threshold) to 200% (max). Final calculated corporate payout for Ms. Harris’s matrix was 136.39% .
Long-Term Incentives (LTI)
| Grant/payout | Structure | Weighting | Targets/notes | Status |
|---|---|---|---|---|
| 2024 LTI grant (performance period 2024–2026) | Performance Shares (PSUs) and time-based Restricted Stock (RSU) | Approx. 70% PSUs / 30% RSUs | PSUs: TSR vs peer group (80%) and 3-yr cumulative operating EPS (20%); TSR targets tightened to 55th/80th percentiles for target/max beginning with 2022 grants; RSUs vest 1/31/2027 | In flight; vests/pays post certification in early 2027 |
| 2021 PSU cycle paid in 2024 (for Ms. Harris) | TSR vs peer (80%) and Utility ROE (20%) | 80% / 20% | TSR at 73rd percentile drove 192% on TSR component; Utility ROE 9.8% yielded 78% on ROE component | Weighted payout 169.20% |
2024 Equity Grants (detail)
| Grant date | Instrument | Shares/units | Grant-date fair value | Vesting/measurement |
|---|---|---|---|---|
| 1/31/2024 | PSUs (target) | 11,300 | $1,191,246 | 3-year performance 2024–2026; payout after certification in 2027 |
| 1/31/2024 | RSUs | 5,000 | $527,100 | Time-based; vest on 1/31/2027 |
Realized 2024 stock vesting (value on vest)
| Type | Shares vested | Value realized (USD) |
|---|---|---|
| Time-based restricted stock (2011/2021 grants incl. DT Midstream adjustments) | 1,294 | $134,045 |
| Performance shares (2011/2021 grants incl. DT Midstream adjustments) | 5,476 | $577,235 |
Equity Ownership & Alignment
| Category | Amount/Status |
|---|---|
| Common stock owned | 23,685 shares |
| Phantom stock (deferred/benefit plans) | 2,268 shares |
| Unvested time-based restricted stock | 8,700 shares (MV $1,050,525 @ $120.75 12/31/24) |
| Unearned performance shares (at target) | 20,774 shares (MV $2,508,461 @ $120.75 12/31/24) |
| Ownership as % of outstanding | <1% (no officer/director ≥1% as of 12/31/24) |
| Stock ownership guidelines | 4x base salary for Harris; all NEOs required to meet within 5 years |
| Compliance with guidelines | As of 12/31/2024, 100% of NEOs required for ≥5 years are in compliance |
| Hedging/pledging | Prohibited for officers and directors (anti-hedging and anti-pledging policy) |
| Upcoming vesting date (RSUs) | 1/31/2027 for 2024 RSU grant |
Implications: Anti-pledging and robust ownership guidelines support alignment; RSU/PSU vesting around early 2027 may create incremental liquidity events around vest/payout windows .
Employment Terms
Change-in-Control (CIC) – key features and 12/31/2024 estimated values
- Double trigger: If awards are assumed, accelerated vesting occurs on qualifying termination within 24 months post-CIC; if not assumed, full acceleration at CIC; PSUs settle at greater of target or actual-to-date performance .
- Cash severance: 200% of base salary + target bonus, plus additional 100% (non-compete consideration), plus pro-rated AIP, benefit continuations; no excise tax gross-ups .
| Component (CIC) | Harris – Estimated (12/31/2024) |
|---|---|
| Severance amount (2x base+target bonus) | $2,516,000 |
| Bonus (pro-rated/target construct) | $578,000 |
| Pension enhancement (ESRP 2 yrs credits PV) | $768,147 |
| Accelerated LTIP awards | $3,559,106 |
| Outplacement (≤15% base salary) | $102,000 |
| Health & wellness benefits (24 months) | $61,700 |
| Non-compete consideration (100% base+target bonus) | $1,258,000 |
| Total | $8,842,953 |
Executive Severance Plan (non-CIC) – key features and 12/31/2024 estimated values
- Eligibility: All officers except the CEO participate (Harris included) .
- Cash severance: 100% of base salary + target bonus; plus 12 months COBRA or cash equivalent; up to six months outplacement cash-equivalent; and pro-rated LTI if retirement-eligible, assuming target .
| Component (Non-CIC) | Harris – Estimated (12/31/2024) |
|---|---|
| Severance (1x base+target bonus) | $1,258,000 |
| Bonus (target-based element per plan) | $578,000 |
| Pro-rated LTIP awards (retirement eligibility assumption) | $1,911,835 |
| Supplemental benefits (COBRA/outplacement) | $30,100 |
| Total | $3,777,935 |
Clawback
- Incentive-based compensation subject to recovery in event of an accounting restatement due to material noncompliance; applies to current and former executive officers for the three years prior to restatement .
Pension/Deferred Compensation (present value at 12/31/2024)
| Plan | Years credited | Present value |
|---|---|---|
| MCN Retirement Plan (qualified) | 32.6 | $1,575,787 |
| SRP (nonqualified) | 32.6 | $635,169 |
| ESRP (defined-contribution nonqualified) | 32.6 | $918,808 |
Board Governance
- Board service: The Board elected Harris to serve as a director in conjunction with her appointment as CEO effective Sep 8, 2025 . Employee directors receive no director compensation .
- Committee roles: Not disclosed for Harris; all Board committees are comprised exclusively of independent directors .
- Independence and dual-role implications: DTE maintains a Lead Independent Director with expanded authorities and regular executive sessions of independent directors . With Norcia transitioning to Executive Chairman and Harris as CEO, chair and CEO roles will be separated post-transition—addressing typical CEO/Chair concentration concerns .
- Attendance: The Board met seven times in 2024; all incumbents attended ≥82%, with eight at 100% .
Performance & Track Record
- Operational outcomes under Harris’s leadership: 70% improvement in customer time without power YoY in 2024 as grid investments accelerated .
- Company 2024 performance anchors: Operating EPS $6.83; cash from operations $3.64B; five-year TSR 129%; dividend increased 6.9% .
- Say-on-pay: 96.2% support at each of the 2023 and 2024 annual meetings .
- Shareholder engagement: 2024 outreach covered holders of ~44% of outstanding shares .
Compensation Structure Analysis
- High at-risk mix: For NEOs, strong emphasis on variable pay; PSUs are the majority of LTI; no stock options since 2010; no option repricing .
- Performance rigor: 2024 AIP blended financial, customer, safety, engagement and operational reliability metrics with a 25%–200% payout range; aggregate payout 136.39% reflecting outperformance on EPS/CFO and several reliability metrics offset by nuclear UCF and safety recordable metrics .
- LTI design enhancements: TSR hurdles tightened from 2022 grants (target 55th percentile; max 80th percentile), aligning payouts more tightly to relative value creation .
- Shareholder safeguards: Anti-hedging/pledging, robust clawback, double-trigger CIC, no excise tax gross-ups, majority-independent board and committees .
Director Compensation
- Employee directors (including the CEO) receive no director fees .
- Non-employee director program (for context): cash retainer $120,000; equity $160,000 in phantom shares; chair/lead independent director retainers as specified; stock ownership guideline of ~$560,000 after five years for non-employee directors .
Compensation Peer Group (for benchmarking context)
- Utilities/energy peers include Sempra, Southern, Duke, Dominion, Exelon, PGE, Xcel, WEC, PPL, PSEG, Eversource, Edison International, CenterPoint, CMS, ConEd, Ameren, AEP, Entergy, FirstEnergy, Alliant, Evergy, NiSource .
Investment Implications
- Alignment is strong: Anti-hedging/pledging, rigorous stock ownership (4x salary), double-trigger CIC and no tax gross-ups reduce governance risk; robust clawback and tightened TSR hurdles improve pay-for-performance integrity .
- Execution momentum: 2024 results (EPS, CFO, reliability) and 2021–2023 PSU payout (169.2% for Harris cohort) evidence operational and value-creation traction into Harris’s tenure .
- Retention risk appears controlled: Significant unvested RSUs/PSUs through early 2027 and pension/SERP values create retention anchors; upcoming 2027 vest/payout windows may create episodic liquidity events but also reinforce continuity through the transition .
- Governance structure post-transition: Separation of CEO and Executive Chairman roles plus an empowered Lead Independent Director mitigate concentration concerns as Harris joins the Board .