Joseph Lewis
EnerSysAbout Joseph Lewis
Joseph G. Lewis serves as Chief Legal & Compliance Officer and Secretary at EnerSys, overseeing the company’s legal function and acting as corporate secretary; his title appears in EnerSys’ 2024 and 2025 proxy statements. He leads the global Legal, Sustainability and Trade Compliance teams, and has been with EnerSys since 2005; he previously served as Vice President, General Counsel and Secretary (at least as of 2016). He earned his law degree from Dickinson Law. Company performance context during 2021–2025 shows strong TSR and improving profitability, which frames the governance and compensation environment he supports .
Company performance context (Pay vs Performance disclosure):
| Year | Company TSR ($ value of $100) | Peer Group TSR ($) | Net Income ($ Millions) | Adjusted Operating Earnings ($ Thousands) |
|---|---|---|---|---|
| 2021 | 185.06 | 195.09 | 284,126 | — |
| 2022 | 153.31 | 192.74 | 318,243 | — |
| 2023 | 180.41 | 204.66 | 324,241 | — |
| 2024 | 197.86 | 272.86 | 325,639 | — |
| 2025 | 193.69 | 272.09 | 498,400 | — |
Note: TSR figures are the value of an initial fixed $100 investment; net income and adjusted operating earnings are as disclosed in the Pay vs Performance table .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| EnerSys | Chief Legal & Compliance Officer and Secretary | 2024–2025 | Corporate secretary; oversight of legal, compliance and governance processes |
| EnerSys | Vice President, General Counsel & Secretary | ≥2016 | Corporate governance, board and proxy processes; senior legal leadership |
| EnerSys | VP and General Counsel | 2006–present (profile) | Leads global Legal, Sustainability and Trade Compliance; long-tenured legal leadership |
External Roles
- Not disclosed in EnerSys’ 2024–2025 proxy statements or 2025 Form 10-K; no other public company directorships identified in these filings .
Fixed Compensation
| Item | Detail |
|---|---|
| Base salary | Not disclosed for Mr. Lewis (he is not listed among the named executive officers (NEOs) in the Summary Compensation Table) . |
| Target bonus % | Not disclosed for Mr. Lewis (not an NEO) . |
| Actual bonus paid | Not disclosed for Mr. Lewis (not an NEO) . |
| Perquisites | Not disclosed for Mr. Lewis (not an NEO) . |
Performance Compensation
Management Incentive Plan (MIP) metrics (program structure used for NEOs):
| Metric | Weighting | Target | Actual | Payout | Notes/Vesting |
|---|---|---|---|---|---|
| Operating earnings | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Included in FY2024 MIP metrics . |
| Primary operating capital | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Included in FY2024 MIP metrics . |
| Non-financial transformational quantitative (NFTQ) milestones | Not disclosed | Not disclosed | Not disclosed | Not disclosed | Aligned with 5-year strategic plan and ESG goals . |
Long-term incentives (LTI) program design (company-wide for executives/NEOs):
| Incentive type | Key terms | Governance notes |
|---|---|---|
| Premium-priced stock options | 10-year term; used to increase at-risk, performance-based pay; grant price cannot be below closing price on grant date; administered to avoid timing around MNPI . | |
| Restricted Stock Units (RSUs) | Used for retention and shareholder alignment; dividend equivalents may accrue per plan documents . | |
| Deferred Compensation RSU match (Exec plan) | If a participant elects to defer cash bonus into RSUs, company contributes an additional 20% in RSUs; company match vests 3 years from the last day of the fiscal year to which amounts relate; accelerated upon certain CoC-related events or death/disability . |
Equity Ownership & Alignment
| Policy/Item | Details | Implications |
|---|---|---|
| Hedging and pledging | Hedging, zero-cost collars, derivatives, margin, and pledging are prohibited for employees and directors . | Reduces misalignment and limits downside-protection trades by insiders. |
| Stock ownership guidelines | Executives and directors subject to guidelines; CEO 6x salary; other NEOs 3x salary; 5-year compliance window; committee may require 100% after-tax retention until compliant . | Increases long-term alignment; quarterly monitoring; as of 3/31/25, NEOs (other than retiring CEO) were on target or compliant . |
| Clawback policy | SEC/NYSE-compliant clawback to recoup excess compensation upon accounting restatement . | Deters misconduct; strengthens pay-for-performance integrity. |
| Equity grant policy | No backdating/spring-loading; grants not within four days before/less than one day after MNPI release; grant price ≥ closing price on grant date . | Mitigates option-grant timing risk. |
Note: Mr. Lewis’ individual share ownership, options, or RSU balances are not disclosed in the Security Ownership table, which covers directors, 5% holders, and NEOs .
Employment Terms
| Topic | Disclosed terms |
|---|---|
| Employment agreement | Not disclosed for Mr. Lewis; severance/change-in-control agreements are described only for select NEOs (CEO, CFO, COO, and certain others) . |
| Change-in-control (equity) | Company equity awards use double-trigger acceleration (qualifying termination plus CoC), no automatic single-trigger; no excise tax gross-ups in executive severance arrangements . |
| Non-compete / Non-solicit | One-year post-termination non-compete/non-solicit applies to certain executives under their severance letter agreements; no such agreement disclosed for Mr. Lewis . |
| Deferred compensation | Executives may elect to defer cash bonus; if deferred into RSUs, 20% RSU match with 3-year vesting on the match; fully vested on death/disability and certain CoC events . |
Say‑on‑Pay and Shareholder Feedback
| Year | Say‑on‑Pay approval |
|---|---|
| 2024 | 95.2% of votes cast approved the advisory resolution on executive compensation . |
Expertise & Qualifications
- Legal and governance leadership; leads global Legal, Sustainability and Trade Compliance; 30+ years of legal counsel experience (profile) .
- Long-tenured company counsel; served as VP, General Counsel & Secretary (at least as of 2016) and currently as Chief Legal & Compliance Officer and Secretary .
Investment Implications
- Alignment signals: Hedging and pledging prohibitions, robust stock ownership guidelines, and a formal clawback policy reduce governance risk and encourage long-term alignment; double‑trigger CoC terms limit windfalls and entrenchment .
- Visibility gap on trading/compensation: Mr. Lewis is not an NEO, so base/bonus, grant sizes, and beneficial ownership are not disclosed; this limits direct insider‑driven trading signals for this executive specifically, though company‑wide plan mechanics (premium‑priced options, RSUs, deferred comp RSU matching) inform potential vesting/selling cadences if applicable .
- Governance backdrop supportive: High 2024 Say‑on‑Pay approval (95.2%) and policy design suggest investor acceptance of compensation governance; pay practices avoid excise tax gross‑ups and discourage grant‑timing risks .
- Performance context: Multi‑year TSR and improving net income/adjusted operating earnings indicate a constructive operating backdrop during his tenure in senior legal roles, which typically correlates with stable governance and reduced retention risk in the legal function .