Peter Anderson
About Peter Anderson
Peter Anderson (age 36) is Managing Director at LS Power and has served on EVgo’s Board since March 2023, following a prior period as a Board observer (July 2021–March 2023). He chairs the Compensation Committee and was nominated pursuant to the nomination agreement with LS Power Equity Partners IV, L.P. He holds a B.S. in Commerce (Finance) and a B.S. in Mathematics from the University of Virginia, and previously worked in Barclays’s Power & Gas Commodities Group (2011–2014) focusing on structured power and gas transactions .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| LS Power | Managing Director, Investment Team | 2014–present | Origination, M&A, financing, due diligence, asset management across transportation electrification, RNG, distributed generation, conventional/renewable generation |
| Barclays (Power & Gas Commodities) | Associate | 2011–2014 | Structured power and gas commodity transactions |
| EVgo | Board Observer | Jul 2021–Mar 2023 | Observer to EVgo Board prior to appointment as director |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| LS Power | Managing Director | 2014–present | Private equity investment team; energy sector focus |
| (None disclosed) | — | — | No other public company directorships disclosed in proxy |
Board Governance
- Committee assignments: Chair, Compensation Committee; members include Peter Anderson, Scott Griffith, Katherine Motlagh, David Nanus, and Jonathan Seelig; 7 meetings in 2024 .
- EVgo is a “controlled company” under Nasdaq rules (Holdings controls majority voting power) and utilizes governance exemptions (Board not majority independent; committees may include non-independent directors) .
- Independence: Board determined that Scott Griffith, Katherine Motlagh, and Jonathan Seelig are independent; Peter Anderson is not listed among independent directors .
- Attendance: Board held 6 meetings in 2024; each director attended at least 75% of aggregate Board and committee meetings; Audit met 9 times, Nominating met 5 times .
- Nomination rights: LS Power and principal stockholders maintain rights to nominate up to five directors depending on ownership; may require the Chair be one of LS Power’s nominees .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Cash Retainer | $0 | Employee directors, including full-time LS Power employees, are not compensated for Board service |
| Committee Chair/Member Fees | $0 | Same as above |
| Equity Grants | $0 | Same as above |
EVgo’s standard non-employee director program (context): $50,000 annual cash retainer; RSUs $160,000 per year vesting after one year; first-year RSUs $50,000 vesting over three years; additional cash retainers for committee chairs/members (Audit chair $20k; Compensation chair $15k; Nominating chair $10k; Audit member $10k; Compensation/Nominating member $7.5k) .
Performance Compensation
| Metric Category | Structure | Vesting/Triggers |
|---|---|---|
| Director Equity (non-employee program) | RSUs valued at $160,000 annually; first-year additional $50,000 | RSUs vest after one year; first-year RSUs vest in three annual installments |
For Peter Anderson, no performance-linked director awards are disclosed because LS Power employee directors are not compensated by EVgo for Board service .
Other Directorships & Interlocks
| Person | EVgo Role | Other Role/Entity | Interlock/Exposure |
|---|---|---|---|
| Peter Anderson | Director; Chair, Compensation Committee | Managing Director, LS Power | Nominated under LS Power nomination agreement; LS Power is controlling stockholder |
| David Nanus | Chair of EVgo Board | President, LS Power Equity Advisors | LS Power leadership; controls Class B voting; central to controlled-company status |
| Joseph Esteves | Director | CFO, LS Power | LS Power nominee; financing authority |
| Paul Segal | Director | CEO, LS Power | LS Power nominee; sector leadership |
| Darpan Kapadia | Director | COO, LS Power | LS Power nominee; operations oversight |
Expertise & Qualifications
- Energy infrastructure and electrification specialist with transaction experience across transportation electrification, RNG, distributed generation, and conventional/renewable generation .
- Structured commodities background (power & gas) from Barclays .
- Dual quantitative and finance academic training (B.S. Commerce—Finance; B.S. Mathematics, University of Virginia) .
Equity Ownership
| Holder | Class A Shares | Class B Shares | Combined Voting Power (%) |
|---|---|---|---|
| Peter Anderson | 0 | 0 | 0.0 |
| EVgo Member Holdings, LLC (LS Power) | 5,882,352 | 172,800,000 | 58.3 |
- Stock Ownership Policy: non-employee directors must hold EVgo stock valued at 5x annual cash retainer; compliance required by April 18, 2028 or five years from appointment. Insider Trading Policy prohibits short sales, margin purchases, pledging, and any hedging/monetization transactions in EVgo securities .
Governance Assessment
- Strengths
- Sector-relevant experience in energy/electrification and structured commodities; potentially valuable for capital allocation and risk oversight in EV charging .
- Active leadership as Compensation Committee chair, with ability to shape incentive design and governance processes .
- Board and committee participation at least 75% attendance, indicating engagement .
- Risk indicators / potential conflicts
- Controlled company structure with LS Power holding majority voting power; Board does not have a majority of independent directors; compensation and nominating committees may include non-independent directors .
- Anderson is an LS Power managing director and LS Power nominee; he chairs the Compensation Committee that sets executive pay—creates perceived conflicts in pay governance and alignment with minority holders .
- Related party ecosystem: Tax Receivable Agreement (TRA) obligates EVgo to pay 85% of realized tax savings to LS Power; redemption and registration rights; December 2024 redemption/secondary offering by LS Power—all increase interdependence and may introduce misalignment risks .
- Independence: Anderson is not identified as independent under Nasdaq rules, heightening concerns over committee objectivity where he is chair .
- Director compensation for LS Power employee directors is $0; while it avoids cash/equity conflicts, it also reduces direct “skin-in-the-game” alignment compared to standard non-employee director grants .
Insider Trades
| Item | Detail |
|---|---|
| Section 16(a) compliance | All filings timely in 2024 except one Form 4 for Holdings filed late due to administrative error |
No Form 4 transactions for Peter Anderson are disclosed in the proxy; beneficial ownership shows no EVgo shares held as of the record date .
RED FLAGS
- Controlled company with LS Power nomination rights and ability to require the Board Chair be an LS Power nominee ; majority voting power concentrated .
- Non-independent Compensation Committee chaired by an LS Power executive; committee membership includes LS Power-affiliated directors .
- TRA and ongoing related-party frameworks (redemption, registration rights) that could drive decisions favoring LS Power’s economic interests vs. minority shareholders .
Summary Implications
- For investors, Anderson’s expertise can benefit strategic execution, but his LS Power affiliation and leadership of a non-independent Compensation Committee warrant heightened scrutiny of pay-for-performance rigor, equity overhang decisions, and change-in-control/severance terms. Monitoring related-party transactions (TRA impacts, redemptions, secondary sales) and independence/committee composition over time is critical to assess minority shareholder protections .