Dennis Kish
About Dennis Kish
Dennis Kish, 61, is President of EVgo (since January 2024) and previously served as Chief Operating Officer from January 2022, bringing 30+ years of technology and infrastructure leadership across IoT and broadband; he holds a B.S. in Electrical Engineering from Michigan State University . His FY2024 annual incentive was based on five equally weighted KPIs—daily throughput per stall, net capex per stall, revenue, Adjusted EBITDA, and individual/strategic priorities—with a payout at 121% of target, signaling above-target operational execution . Compensation includes time- and performance-based equity tied to operational objectives (new stalls and Adjusted EBITDA) with a three-year rTSR modifier versus the Clean Edge Green Energy Index and stock-price hurdles ($6/$8/$10), aligning incentives with growth and shareholder returns .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| EVgo | President | Jan 2024–present | Executive leadership of operations and growth |
| EVgo | Chief Operating Officer | Jan 2022–Jan 2024 | Operations leadership during network expansion |
| Taoglas USA, Inc. | Chief Operating Officer | Feb 2020–May 2021 | IoT solutions operations |
| Taoglas USA, Inc. | President | Feb 2019–Feb 2020 | Executive leadership in IoT |
| Google Fiber (Alphabet) | President | Apr 2016–Jul 2017 | Broadband internet executive leadership |
| Google Fiber (Alphabet) | Vice President | Jul 2014–Apr 2016 | Broadband operations leadership |
External Roles
None disclosed for Dennis Kish in EVgo’s 2025 proxy .
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $375,000 | $446,587 |
| Target Bonus (% of salary) | Not disclosed | 90% |
| Actual Annual Bonus Paid ($, Non-Equity Incentive) | $298,474 | $484,895 |
| Actual Annual Bonus Payout (% of target) | Not disclosed | 121% |
| All Other Compensation ($) | $1,790 | $7,548 |
Performance Compensation
Annual Bonus Design and Outcome (FY2024)
- KPIs: Daily throughput per stall, net capex per stall, revenue, Adjusted EBITDA, and individual/strategic priorities (equally weighted) .
- Payout: 121% of target for FY2024 .
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Daily throughput per stall | 20% | Company-set FY2024 target | Not disclosed | Included in 121% payout | Paid 2025 |
| Net capex per stall | 20% | Company-set FY2024 target | Not disclosed | Included in 121% payout | Paid 2025 |
| Revenue | 20% | FY2024 revenue target | Not disclosed | Included in 121% payout | Paid 2025 |
| Adjusted EBITDA | 20% | FY2024 Adjusted EBITDA target | Not disclosed | Included in 121% payout | Paid 2025 |
| Individual/strategic | 20% | Defined priorities | Not disclosed | Included in 121% payout | Paid 2025 |
Long-Term Incentive Program (granted March 15, 2024)
| Award Type | Target Dollar Value | Key Metrics | Vesting | Potential Payout Range |
|---|---|---|---|---|
| RSUs | $1,250,000 | Time-based | 1/3 each on 3/15/2025, 3/15/2026, 3/15/2027 | N/A (time-based) |
| Operational PSUs | $1,250,000 | New charging stalls (1-year) and Adjusted EBITDA (1-year), with 3-year rTSR modifier vs Clean Edge Green Energy Index; shares released after 3-year period ending 12/31/2026 | Service condition through 12/31/2026; performance conditions per design | 0%–156% of target shares |
| Stock Price Hurdle PSUs | $500,000 | Stock-price hurdles at $6, $8, $10 based on 20-day VWAP achieved any time on/before 3/15/2029 | 1/3 each on first three anniversaries of 3/15/2024; each tranche also requires hurdle achievement | Earned per tranche upon hurdle achievement |
Equity Ownership & Alignment
Beneficial Ownership
| Holder | Shares (Class A) | Class B Shares | Combined Voting Power | % of Class A | Notes |
|---|---|---|---|---|---|
| Dennis Kish | 325,599 | — | 325,599 | <1% | 192,269 directly held; 133,330 options exercisable as of 3/20/2025 |
- Stock ownership guidelines: CEO 5x salary; Section 16 officers 3x salary; compliance required by April 18, 2028 or fifth anniversary of appointment, whichever is later .
- Hedging, short sales, margin purchases, and pledging are prohibited under the Insider Trading Policy .
Outstanding Equity Awards (as of 12/31/2024)
| Grant Date | Award Type | Unvested/Unearned Shares (#) | Market/Payout Value ($) |
|---|---|---|---|
| 1/25/2022 | RSUs | 31,034 | $125,688 |
| 2/01/2022 | RSUs | 26,818 | $108,613 |
| 2/01/2022 | Options ($12.86, exp 3/31/2032) | 17,065 unexercisable | N/A (strike > $4.05) |
| 2/01/2023 | RSUs | 104,167 | $421,876 |
| 2/01/2023 | Options ($7.79, exp 4/2/2033) | 82,136 unexercisable | N/A (strike > $4.05) |
| 8/10/2023 | RSUs | 58,623 | $237,423 |
| 3/15/2024 | RSUs | 416,667 | $1,687,501 |
| 3/15/2024 | Operational PSUs (target) | 416,667 | $1,687,501 (assumes target) |
| 3/15/2024 | Stock Price Hurdle PSUs | 166,667 | $675,001 (assumes hurdles) |
Notes:
- Market/payout values use $4.05 closing price on 12/31/2024; options were out-of-the-money at that date .
- PSU payout values assume target or hurdle achievement per footnotes .
Employment Terms
- Employment agreement: Joined EVgo effective 1/1/2022; amended and restated when appointed President in January 2024 .
- Severance (without cause or for good reason): 12 months of base salary and target annual bonus (paid over 12 months), pro-rated target bonus for year of termination, and 12 months employer portion of COBRA premiums; plus pro-rata acceleration to the next vesting date for time-based equity (and PSUs only to the extent performance conditions are achieved); subject to release and other conditions .
- Change-in-control plan (double trigger window: 3 months before to 12 months after): Cash severance equal to 1x salary+target bonus; full acceleration of time-based equity; pro-rata acceleration of performance-based equity at target; up to 12 months COBRA; with 280G best-net cutback (no tax gross-up) .
- Non-compete and non-solicit: Non-compete applies during employment and, post-termination, during any severance payment period (for Kish, while receiving severance); non-solicit of employees for 12 months post-separation .
- Clawback: Executive compensation subject to EVgo’s Dodd-Frank-compliant clawback policy for restatements from October 2, 2023 onward .
Compensation Peer Group (2024 benchmarking)
Peer group approved October 19, 2023: Altus Power, Ameresco, Blink Charging, Bloom Energy, Canoo, ChargePoint, Clean Energy Fuels, Clearway Energy, Energy Vault, Fluence Energy, FuelCell Energy, OPAL Fuels, Ormat Technologies, Shoals Technologies Group, Stem, Sunnova, SunPower, Sunrun; several EV/adoption-adjacent names removed to better align criteria .
Risk Indicators & Red Flags
- Equity plan: Repricing and cash buyouts are not allowed; awards subject to clawback; director compensation capped; broad anti-transfer provisions .
- Insider policy: Prohibits hedging, short sales, margin purchases, and pledging—reducing misalignment risks .
- Options: Out-of-the-money at $4.05 on 12/31/2024 ($12.86 and $7.79 strikes), which shifts emphasis toward RSUs/PSUs .
- Severance economics: Single-trigger vesting is not provided; CIC vesting follows double-trigger mechanics with pro-rata treatment on performance awards at target—balanced retention vs. windfall risk .
Investment Implications
- Strong pay-for-performance alignment: Kish’s incentive mix ties to throughput, revenue, Adjusted EBITDA, and multi-year rTSR, with above-target FY2024 bonus (121% of target), indicating execution against operational goals .
- Retention risk manageable: Pro-rata vesting on involuntary termination limits forfeiture while avoiding full acceleration; non-compete applies only while severance is paid, which may modestly increase mobility risk post-severance .
- Selling pressure considerations: Significant unvested RSUs/PSUs scheduled through 2027/2029 could create periodic supply as tranches vest or hurdles are met; however, hedging/pledging bans and ownership guidelines constrain misaligned dispositions .
- Equity leverage to stock-price outcomes: Stock-price hurdle PSUs ($6/$8/$10) provide direct alignment to shareholder returns and may drive focus on initiatives impacting valuation .