Jennifer M. Granholm
About Jennifer M. Granholm
Jennifer M. Granholm, age 66, was elected to the Edison International (EIX) Board effective April 1, 2025. She is an independent director with a background spanning U.S. Secretary of Energy (2021–January 2025), two terms as Governor of Michigan (2003–2011), and earlier service as Michigan Attorney General (1999–2003). She holds a B.A. from the University of California, Berkeley and a J.D. from Harvard University, and brings expertise in clean energy deployment, grid cybersecurity, and large-scale program leadership, including oversight of ~$200 billion in DOE investments for the clean energy transition .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Department of Energy | U.S. Secretary of Energy | 2021–January 2025 | Led ~110,000 workforce; oversaw ~$200B investments to accelerate clean energy; emphasized cybersecurity resilience for U.S. energy infrastructure |
| State of Michigan | Governor | 2003–2011 | Diversified Michigan’s economy with clean energy focus; catalyzed EV transition in auto industry |
| State of Michigan | Attorney General | 1999–2003 | Senior legal and policy leadership |
| University of California, Berkeley | Distinguished Professor of Practice (Goldman School of Public Policy, School of Law) | 2011–2021 | Focused on law, clean energy, manufacturing, policy, and industry |
External Roles
| Organization | Role | Tenure (if disclosed) | Notes |
|---|---|---|---|
| Dow Chemical | Director | Previously served | Past public company board service |
| Talmer Bank | Director | Previously served | Past public company board service |
| Proterra | Director | Previously served | Past public company board service |
| Techtonic | Director | Previously served | Past company board service |
| Fincantieri Marinette Marine | Director | Previously served | Past company board service |
Board Governance
- Independence and election: Independent director; first-time nominee for shareholder election at the April 24, 2025 Annual Meeting; effective date April 1, 2025 .
- Committee assignments: Audit and Finance; Nominating and Governance (effective April 1, 2025) .
- Chair roles: None indicated for Granholm; committee chairs listed are other directors (e.g., Audit and Finance chaired by James T. Morris; Nominating and Governance chaired by Linda G. Stuntz) .
- Committee activity: Audit and Finance held 7 meetings in 2024; Nominating and Governance held 6 meetings in 2024 .
- Independence process: Board requires majority independence and all key committees to be fully independent; monthly monitoring of director relationships; in Feb 2025, the Board confirmed independent directors had no disqualifying relationships; all directors other than the CEO (Mr. Pizarro) are independent .
- Attendance: Board met 7 times in 2024; independent director executive sessions at 6 meetings; average Board/committee attendance 98%; each director attended ≥90% of eligible meetings; 100% attendance at the 2024 Annual Meeting .
- Mandatory retirement: For Granholm, mandatory retirement listed as 2031 .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Quarterly cash retainer – Board member | $31,875 | Paid quarterly; directors may defer cash compensation |
| Quarterly cash retainer – Chair of the Board (if applicable) | $23,125 | Not applicable to Granholm; Chair is Peter J. Taylor |
| Quarterly cash retainer – Audit & Finance Committee Chair (if applicable) | $6,250 | Granholm is not the chair |
| Quarterly cash retainer – Compensation Committee Chair (if applicable) | $5,000 | — |
| Quarterly cash retainer – Safety & Operations Committee Chair (if applicable) | $5,000 | — |
| Quarterly cash retainer – Nominating & Governance Committee Chair (if applicable) | $5,000 | — |
| Meeting fees | None | No meeting fees paid to directors |
| Matching gift program | Up to $10,000 annually | Dollar-for-dollar match; eligible 501(c)(3) and certain governmental entities |
| Director Deferred Compensation Plan interest | Moody’s Baa public utility bonds 60‑month average (rate applied) | Directors may defer up to 100% of cash; interest accrues per plan |
Performance Compensation
| Equity Component | Grant Value | Form | Vesting | Notes |
|---|---|---|---|---|
| Annual equity award – re-election (2024 reference) | $177,500 | Common stock or deferred stock units (director election) | Fully vested at grant | Number of shares determined by grant-date closing price; dividends accrue on DSUs |
| Annual equity award – initial election | Not separately quantified; awarded as DSUs | Deferred stock units | Fully vested at grant | If initial election occurs before Annual Meeting, director receives regular annual equity award at initial election and is not eligible for an additional award upon re‑election that year |
| Stock options | None granted to non‑employee directors since 2009; none outstanding as of 12/31/2024 | — | — | Confirms equity structure is non‑option-based |
Performance metrics: Director compensation at EIX is not tied to operating or financial performance goals; annual equity awards are fully vested on grant and directors are not granted options, indicating no performance-conditioned vesting for director pay .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None (listed as “0” in Director Nominees table) |
| Prior public/private boards | Dow Chemical, Talmer Bank, Proterra, Techtonic, Fincantieri Marinette Marine (previously served) |
| Potential interlocks/conflicts | Nominating and Governance Committee reviews independence and related party transactions; Board confirmed no disqualifying relationships; no related party transactions requiring disclosure |
Expertise & Qualifications
- Clean energy and zero‑carbon deployment; grid cybersecurity and resilience; large-scale program management (DOE) .
- Regulatory, legal and public policy leadership (Governor and Attorney General of Michigan) .
- Education: B.A., University of California, Berkeley; J.D., Harvard University .
- EIX Board skills matrix highlights Board coverage across regulatory, risk management, operations, and technology; Granholm adds legal/public policy, environmental/sustainability, and governance depth (committee assignments reinforce this) .
Equity Ownership
| Holder | Deferred Stock Units (settle‑within‑60‑days) | Common Stock Options | Common Shares | Total Beneficially Owned | Percent of Class |
|---|---|---|---|---|---|
| Jennifer M. Granholm | — | — | — | — | <1% |
- Stock ownership guidelines: Directors must own shares/derivatives equal to 5x annual Board retainer ($127,500) within 5 years; all directors complied as of end‑2024; Granholm will be subject to the same guideline timeline beginning with her initial election .
- Hedging/pledging: Company has an insider trading policy governing director transactions and trading windows; policy filed with 2024 Annual Report; specific hedging/pledging restrictions not detailed in proxy text provided here .
Governance Assessment
- Committee fit and oversight: Assignment to Audit & Finance and Nominating & Governance aligns with her public policy and energy systems experience; Audit & Finance met 7 times in 2024, indicating robust cadence; Nominating & Governance met 6 times and oversees independence, Board refreshment, related party reviews, and ESG oversight, positioning Granholm in core governance workflows .
- Independence and conflicts: Board confirmed independence under NYSE rules and monthly monitoring; Nominating & Governance’s annual related party review found no transactions requiring disclosure, mitigating conflict risk as she transitions from federal service to board role .
- Ownership alignment: She starts at zero ownership and will need to reach 5x retainer within five years; EIX awards initial DSUs upon election and fully vested equity annually, with a robust ownership guideline supporting alignment over time .
- Director pay structure: No meeting fees, no options since 2009, equity fully vested at grant, and an ability to defer cash with transparent interest basis; matching gift program capped at $10,000. This structure favors simplicity and independence over performance‑conditioned director pay, which is common market practice for utilities and reduces incentive misalignment risk for oversight roles .
- Investor signals: Say‑on‑Pay support was 91.9% in 2024, and Board sustained engagement with holders of >50% of shares; signals constructive shareholder relations and compensation governance stability .
Watch items and potential red flags
- New director with zero starting ownership — monitor progress toward 5x retainer guideline over the next 5 years .
- Oversight areas intersecting political approvals (Audit & Finance reviews political contributions >$1M) merit attention for reputational risk management; however, the company has transparent policies and has received top CPA‑Zicklin “Trendsetter” ratings for nine straight years .
- Wildfire and safety risks remain elevated for EIX; while not specific to Granholm, Board and Safety & Operations oversight frameworks are active and should integrate her energy/cyber expertise where relevant .