Marcy L. Reed
EDISON INTERNATIONALAbout Marcy L. Reed
Independent director of Edison International (EIX) since 2022; age 62. Former president of National Grid’s Massachusetts business and EVP of U.S. Policy & Social Impact with deep utility operations, safety, energy policy, and ESG expertise. Education: A.B. (Dartmouth), M.S. in accounting (Northeastern), Certified Public Accountant; designated an “audit committee financial expert” under SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Grid plc (U.S.) | President, Massachusetts business; EVP, U.S. Policy & Social Impact | 2011–2021 | Led safe and reliable electric/gas distribution serving >6 million people; directed energy policy, climate mitigation initiatives |
| National Grid plc | Various roles in finance, merger integration, corporate affairs, business ops, investor relations | 32-year career | Broad utility operations and finance leadership |
| Coopers & Lybrand LLP | Senior Auditor | Pre-National Grid | Public accounting foundations; CPA credentials |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Clean Harbors, Inc. (NYSE: CLH) | Director; Audit Committee Chair | 2021–present | Public company; audit chair leadership |
| Qualus Power Services | Director; Audit Committee Chair | 2021–present | Private company; grid services |
| Northeastern University | Trustee | 2017–present | Higher education governance |
| Blue Cross Blue Shield of Massachusetts | Director | 2016–present | Non-profit healthcare governance |
Board Governance
- Committee assignments: Audit & Finance; Safety & Operations (no chair roles). Audit & Finance members are all independent; Reed is one of the Board’s four designated audit committee financial experts .
- Independence: Board determined all directors other than the CEO are independent; monthly monitoring of relationships; none disqualifying in 2024 .
- Attendance: Board met 7 times in 2024; average attendance 98%; every director attended ≥90% of eligible meetings and the 2024 Annual Meeting .
- Stock ownership guidelines: Directors must hold stock/derivatives worth 5x the annual board retainer within 5 years; 100% of directors complied as of end-2024 .
Fixed Compensation
| Component ($) | FY 2023 | FY 2024 | Notes |
|---|---|---|---|
| Fees Earned or Paid in Cash | $127,500 | $127,500 | Standard director retainer; no meeting fees |
| Change in Pension Value & Non-Qualified Deferred Comp Earnings | $326 | — | Above-market interest disclosure only when applicable |
| All Other Compensation | $10,000 (matching gifts) | $10,000 (matching gifts) | Director matching gift program cap $10,000/year |
| Total | $305,345 | $315,040 | — |
Quarterly cash retainer schedule (unchanged 2023–2024): Board member $31,875/quarter; Chair and committee chair adders apply (Reed is not a chair) .
Performance Compensation
| Equity Detail | FY 2023 | FY 2024 | Notes |
|---|---|---|---|
| Annual Equity Award (grant date value) | $167,519 | $177,540 | Granted upon re-election; fully vested when granted |
| Grant Date | April 27, 2023 | April 25, 2024 | — |
| Instruments/Units Granted | 2,277 shares or fully vested DSUs (each at $73.57) | 2,496 shares or fully vested DSUs (each at $71.13) | Directors elect shares vs DSUs; no stock options to directors since 2009 |
EIX directors’ equity awards are not tied to performance metrics; awards are fully vested at grant and may be taken as common shares or deferred stock units .
Other Directorships & Interlocks
| External Board | Public/Private | Committee Role | Potential Interlock with EIX |
|---|---|---|---|
| Clean Harbors, Inc. | Public | Audit Chair | No related-party transactions requiring disclosure; Board annually reviews and found none |
| Qualus Power Services | Private | Audit Chair | None disclosed |
| Northeastern University | Non-profit | Trustee | None disclosed |
| Blue Cross Blue Shield of MA | Non-profit | Director | None disclosed |
Expertise & Qualifications
- Utility operations, safety governance, wildfire resiliency oversight (via Safety & Operations Committee) .
- Financial expertise (CPA) and SEC “audit committee financial expert” designation; Audit & Finance Committee service .
- Energy policy and ESG strategy experience; prior leadership of decarbonization and grid investment initiatives at National Grid .
Equity Ownership
| Ownership Metric | Value | Notes |
|---|---|---|
| Common Shares Owned (beneficial) | 0 | — |
| Stock Options | 0 | No director stock options outstanding |
| Deferred Stock Units (fully vested, not settleable within 60 days) | 8,059 DSUs | Fully vested DSUs settle per prior election; count toward ownership guideline |
| Percent of Class | <1% (“*”) | — |
| Ownership Guideline Compliance | Compliant (Board-wide 100%) | Directors must hold 5x annual retainer within 5 years |
Governance Assessment
- Strengths: Independent director with highly relevant utility operations and safety oversight; audit committee financial expert; strong attendance; clear alignment via equity and ownership guidelines; no related-party transactions; transparent political/lobbying oversight at Board level .
- Signals of accountability: Board’s safety emphasis and incentive linkage—corporate performance factors reduced after 2023 safety incidents, demonstrating oversight rigor (affects executives; reinforces Board commitment to safety culture) .
- RED FLAGS: None disclosed—no pledging/hedging allowed; no perquisites; no director options; no related-party transactions; matching gifts disclosed; independence affirmed .
Additional context for investor confidence
- Say-on-Pay approvals: 92.6% (2023) and 91.9% (2024), indicating broad shareholder support for EIX’s compensation governance .
- Audit & Finance oversight: PwC engagement and independence reviewed annually; Reed participates as an audit financial expert .