John R. Burbank
Director at ETR
Board
About John R. Burbank
Independent director of Entergy Corporation; age 61; director since 2018; based in Groton, CT. Background includes senior executive roles at Nielsen Holdings plc focused on corporate development, strategy and strategic initiatives, with expertise in technology disruption, risk management, and corporate governance through public company board service (Vizio) and prior nonprofit trusteeship (March of Dimes) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nielsen Holdings plc | President, Corporate Development & Strategy | 2017–2019 | Led strategic investments, corporate development; senior risk management experience |
| Nielsen Holdings plc | President, Strategic Initiatives | 2011–2017 | Oversaw strategic programs in consumer-facing businesses undergoing technological change |
| March of Dimes | Trustee (former) | Not disclosed | Nonprofit governance; stakeholder engagement |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vizio Holding Corp. | Director (former) | 2020–2024 | Former public company; acquired by Walmart, Inc.; adds public company governance experience |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Determined independent under NYSE standards; all directors other than CEO are independent |
| Committees | Finance (member); Talent and Compensation (member) |
| Chair Roles | None (Finance Chair: Philip L. Frederickson; Talent & Compensation Chair: Karen A. Puckett) |
| Board Attendance | Each incumbent director attended at least 96% of Board and committee meetings in 2024 |
| Board Meetings (2024) | 9 meetings; independent directors meet in executive session typically after each regular Board meeting |
| Director Since | 2018 |
| Time-Commitment Limits | Non-employee directors may not serve on >4 other public-company boards; audit committee service limit policy |
| Shareholder Engagement | Offseason engagements covering ~29% of outstanding shares; feedback influences incentive metrics and governance practices |
Fixed Compensation
| Component | Entergy Policy | 2024 Amounts for Burbank |
|---|---|---|
| Quarterly Cash Retainer | $29,375 per quarter ($117,500 annualized); increased effective June 1, 2024 from $112,500 | Fees earned in cash: $115,000 |
| Committee Member Retainers | Nuclear & Operations Oversight member: $18,000; no separate member retainer disclosed for Finance/TC; chair retainers vary by committee | Not a chair; no chair fees |
| Chair Fees | Audit Chair: $25,000; TC Chair: $20,000; CG Chair: $20,000; Finance Chair: $15,000; N&O Chair: $20,000 | N/A (member only) |
| Cash Deferral | Optional deferral into Non-Employee Director Cash Deferral Plan with notional investment options | Not specifically disclosed for Burbank |
Performance Compensation
| Component | Entergy Policy/Structure | 2024 Amounts for Burbank |
|---|---|---|
| Quarterly Stock Award | $23,125 per quarter in common stock; directors may elect deferral to phantom stock units; deferred shares accrue dividend equivalents | Included in stock awards total |
| Annual SRP Phantom Stock Units | $85,000 value; vested at grant; payable in shares upon separation; dividend equivalents accumulate; payout terms defined (lump sum vs installments) | 1,424 SRP Units granted to each director in 2024 (aggregate grant date fair value included) |
| 2024 Stock Awards (ASC 718 grant-date value) | Quarterly shares + SRP Units total | $170,410 |
| Deferrals | Some directors deferred quarterly stock grants; settled in cash at distribution market value | Burbank deferred some quarterly stock grants |
| Performance Metrics Tied to Director Pay | None; director equity is time-based (quarterly shares + SRP Units); dividend equivalents accrue | Not applicable |
Other Directorships & Interlocks
| Company | Industry | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Vizio Holding Corp. (former) | Consumer electronics | Director 2020–2024 | No direct utility-industry interlock; no Entergy-related transaction disclosed |
Expertise & Qualifications
- Consumer/technology disruption and strategy; senior risk management from Nielsen .
- Public company governance experience via Vizio directorship .
- Contributes to Finance and Talent & Compensation oversight; complements Board’s skill matrix in risk management, human capital and strategy .
Equity Ownership
| Metric | Amount | Date/Context |
|---|---|---|
| Common Shares Owned | 15,896 | Beneficial ownership as of March 7, 2025 |
| Stock Units (incl. phantom SRP units per footnote) | 4,385 | As of March 7, 2025 |
| Outstanding Phantom Units | 9,618 | As of December 31, 2024 |
| Options (Exercisable within 60 days) | — | As of March 7, 2025 |
| Ownership % of Shares Outstanding | Each individual’s ownership (incl. stock-based units) <1% | As of March 7, 2025 |
| Hedging/Pledging | Prohibited for directors; no margin accounts or hedging transactions allowed | |
| Stock Ownership Guideline | ≥5x annual cash retainer ($587,500) within five years; committee determined all directors with ≥5 years met requirement (Dec 2024 review) |
Governance Assessment
- Committee assignments and engagement: Active roles on Finance and Talent & Compensation committees; the TC Committee met 12 times in 2024, indicating high engagement in compensation, succession, and culture oversight .
- Independence and attendance: Independent per NYSE; Board attendance at least 96% across directors; executive sessions held routinely under lead director oversight—supports robust oversight quality .
- Compensation alignment: Director pay split between cash retainers and equity (quarterly shares + SRP units); increases in 2024 were market-benchmarked (Philadelphia Utility Index, S&P 500) via independent consultant Pay Governance; consultant independence affirmed (no conflicts; limited fees) .
- Ownership alignment: Material holdings with SRP phantom units and quarterly equity; stringent no-hedging/no-pledging policy and 5x retainer ownership guideline support alignment; all ≥5-year directors met guideline in Dec 2024 review (Burbank has served since 2018) .
- Shareholder confidence signals: 2024 Say‑on‑Pay support ~96% and 5‑year average ~95%; shareholder feedback directly informed incentive program metric refinements—positive governance and responsiveness indicators .
- Conflicts/related-party: No related-party transactions since Jan 1, 2024 under Board’s Related Party Transaction Approval Policy; oversight administered by Corporate Governance Committee .
RED FLAGS: None identified for Burbank—no hedging/pledging, no related-party exposure, strong attendance, and independent status .
Notes: As of Dec 31, 2024, Burbank’s outstanding phantom units (9,618) differ from March 7, 2025 stock units (4,385) reported in the share ownership table due to timing and definitional differences in reporting categories; both amounts are directly disclosed in the proxy .