Charles Caisley
About Charles Caisley
Executive Vice President, Public Affairs and Chief Customer Officer at Evergy (EVRG). Promoted to EVP in October 2024 with base salary increased to $575,000 and annual cash incentive target increased to 70% of salary . Compensation is heavily at-risk and tied to Adjusted EPS, adjusted NFOM, safety, operations, and customer experience under the Annual Incentive Plan (AIP), and to three-year relative TSR vs EEI Index, cumulative adjusted EPS, and renewable MW additions under performance RSUs . AIP payouts over the last four years show moderation: 119.0% (2021), 115.5% (2022), 107.9% (2023), 91.5% (2024) reflecting performance against scorecard metrics . As of March 4, 2025, beneficial ownership totals 55,480 share equivalents (<1% of class), signaling alignment but not control .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Evergy | Senior Vice President, Public Affairs & Chief Customer Officer | Aug 2021–Oct 2024 | Promotion in Aug 2021; led customer experience; assumed some strategic roles in 2021 management realignment |
| Evergy | Executive Vice President, Public Affairs & Chief Customer Officer | Oct 2024–present | Elevated responsibility; base salary raised to $575,000 and AIP target raised to 70% |
External Roles
- Not disclosed in the proxy filings reviewed. (No data found in DEF 14A 2021–2025 for external directorships/positions specific to Caisley.)
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Committee-Set Base Salary ($) | $515,000 | $532,500 | $575,000 |
| Salary Paid (Summary Comp Table) ($) | $514,711 | $532,163 | $551,106 |
| Target Bonus (% of Salary) | 65% | 65% | 70% (raised Oct 2024) |
| Actual AIP Paid ($) | $386,694 | $373,442 | $334,548 (prorated) |
| Stock Awards (Grant-date FV) ($) | $719,171 | $798,722 | $1,144,511 |
| Change in Pension Value ($) | $9,983 | $231,714 | $123,170 |
| All Other Compensation ($) | $67,698 | $61,682 | $76,741 |
Perquisites detail (2023): 401(k) match $19,800; DCP match $35,352; financial planning $3,300; parking $1,380; matched charitable donations $1,850; total $61,682 .
Performance Compensation
AIP Scorecard (2024)
| Category | Metric | Weight (%) | Actual/Outcome | Weighted Payout (% of Target) |
|---|---|---|---|---|
| Financial | Adjusted EPS (incentive) | 32.5% | Outcome not numerically disclosed | 29.3% |
| Financial | Adjusted NFOM (incentive, $mm) | 32.5% | Outcome not numerically disclosed | 38.4% |
| Safety | DART | 6.25% | 0.0% payout | 0.0% |
| Safety | PVAR | 3.125% | Outcome not itemized | 0.0% (aggregate safety) |
| Safety | PSIF investigations on track | 3.125% | Outcome not itemized | 0.0% (aggregate safety) |
| Operations | SAIDI | 3.75% | Outcome not numerically disclosed | 4.7% |
| Operations | SAIFI | 3.75% | Outcome not itemized | 3.0% (aggregate ops) |
| Operations | Unplanned commercial availability | 7.5% | 0.0% payout | 0.0% |
| Customer Experience | J.D. Power Residential Satisfaction | 2.25% | Score 0.61 | 0.0% |
| Customer Experience | Call Center Survey (1–5 scale) | 2.65% | 4.22 | 2.2% |
| Customer Experience | Business Customer Satisfaction (%) | 2.65% | 96.2% | 4.6% |
| Modifiers | Committee discretionary ±10% | — | No modification | 0.0% |
| Total | — | 100% | — | 91.5% total payout |
AIP payout history:
| Year | AIP Payout (% of Target) |
|---|---|
| 2021 | 119.0% |
| 2022 | 115.5% |
| 2023 | 107.9% |
| 2024 | 91.5% |
Long-Term Incentive Plan (LTIP) – Performance RSUs Framework
| Metric | Weight (%) | Threshold | Target | Stretch | Superior |
|---|---|---|---|---|---|
| Relative TSR vs EEI Index (3-yr) | 60.0% | 25th percentile | 50th percentile | 70th percentile | 90th percentile |
| 3-yr Cumulative Adjusted EPS | 33.3% | $11.74 | $12.07 | $12.25 | $12.44 |
| Environmental (renewable MW add/PPAs by YE 2026) | 6.7% | ≥200 MW | 300–500 MW | ≥500 MW in-service + 0–450 MW under contract | 650 MW in-service + ≥300 MW under contract |
| TSR negative cap | — | — | Payout capped at 100% if absolute TSR is negative | — | — |
Performance outcomes (historical):
- 2021 performance-based RSUs paid at 73.0% and vested March 2024 (affecting NEOs including Caisley) .
- 2020 performance-based RSUs paid at 83.1% in March 2023 (for legacy grants held by certain NEOs) .
Equity Ownership & Alignment
Beneficial Ownership (as of March 4, 2025)
| Holder | Beneficially Owned Shares (#) | Share Equivalents Settling in Stock (#) | Total Share Interest (#) | % of Class |
|---|---|---|---|---|
| Charles A. Caisley | 37,653 | 17,827 | 55,480 | <1% |
- Stock ownership guidelines: CEO 6x salary; other execs 2–3x salary; all NEOs have met or are on track to meet requirements .
- Policy prohibits short selling, hedging, and pledging for directors, executive officers, and employees .
- No stock options outstanding for NEOs (including Caisley) .
Outstanding Equity Awards (12/31/2024)
| Type | Unvested Units (#) | Market Value ($) | Notes |
|---|---|---|---|
| Time-based RSUs | 18,388 | $1,131,769 (at $61.55) | Includes reinvested dividends; see schedule below |
| Performance RSUs (target) | 23,229 | $1,429,745 (at $61.55) | 2023–2025 and 2024–2026 cycles |
Vesting schedule (time-based and ad hoc awards):
| Grant Date | Vest Date(s) | Units |
|---|---|---|
| Mar 1, 2022 | Mar 1, 2025 | 1,675 |
| Mar 1, 2022 | Mar 1, 2025 | 3,480 |
| Mar 1, 2023 | Mar 1, 2026 | 3,691 |
| Mar 1, 2024 | Mar 1, 2027 | 4,576 |
| Oct 7, 2024 (promotion RSU) | Oct 7, 2025; Oct 7, 2026; Oct 7, 2027 | 4,966 |
Performance RSU cycles outstanding:
| Performance Period | Target Units |
|---|---|
| 2023–2025 | 10,117 |
| 2024–2026 | 13,112 |
Vested in 2024:
| Type | Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|---|
| RSUs (incl. 2021 cliff vest and 2021 P-RSUs payout) | 20,078 | $1,086,680 |
Deferred Compensation & Retirement
| Year | Exec Contributions ($) | Company Contributions ($) | Withdrawals ($) | Balance at FYE ($) |
|---|---|---|---|---|
| 2022 | $51,500 | $35,805 | $0 | $339,261 |
| 2023 | $53,255 | $35,352 | $(79,595) | $402,401 |
| 2024 | $125,996 | $34,825 | $(138,507) | $443,200 |
Pension/SERP present values (12/31/2024):
| Plan | Years of Credited Service | Present Value ($) |
|---|---|---|
| Evergy Retirement Plan | 17.0 | $496,485 |
| KCP&L SERP | 17.0 | $577,393 |
Employment Terms
- Employment status: At-will; no employment agreements with NEOs .
- Clawback: SEC-compliant clawback policy for cash incentives and LTIP performance awards .
- Change-in-control: Double-trigger required; no excise tax gross-ups in current agreements .
Potential Severance Payments (termination without Cause, as of 12/31/2024):
| Component | Amount ($) |
|---|---|
| Salary | $575,000 |
| Bonus | $402,500 |
| Performance Share Unit Vesting (pro rata, at target) | $1,140,908 |
| Restricted Stock Unit Vesting (pro rata) | $463,420 |
| COBRA Cash | $26,951 |
| Accrued Vacation | $23,912 |
| Outplacement | $25,000 |
| Total | $3,060,191 |
Potential Payments Upon Change-in-Control plus qualifying termination (double-trigger, as of 12/31/2024):
| Component | Amount ($) |
|---|---|
| Two Times Salary | $1,150,000 |
| Two Times Bonus | $660,223 |
| Annual Bonus | $402,500 |
| Retirement Benefit Enhancement | $234,673 |
| Performance Share (Units) Vesting (fully earned at target) | $2,116,319 |
| Restricted Stock (Units) Vesting | $1,028,672 |
| Health and Welfare | $78,489 |
| Accrued Vacation | $23,912 |
| Total | $5,694,788 |
Investment Implications
- Pay-for-performance alignment: Majority of compensation is at-risk and linked to measurable financial/operational metrics and multi-year TSR/EPS/renewable targets; clawback and no-options structure reduce incentive for short-term risk-taking .
- Retention and selling pressure: Significant unvested RSUs and performance RSUs vesting March 2025/2026/2027 and October 2025/2026/2027 provide retention hooks but can create periodic selling pressure around vest dates; 20,078 shares vested in 2024 with $1.09M realized .
- Change-in-control economics: Double-trigger CIC package totaling ~$5.7M, with full vesting of performance awards at target, indicates meaningful protection; absence of tax gross-ups is shareholder-friendly .
- Ownership and alignment: Beneficial ownership of 55,480 share interests (<1%) plus robust ownership guidelines and prohibition on pledging/hedging support alignment with shareholders while limiting leverage risk .
Overall, Caisley’s compensation structure emphasizes customer and reliability metrics alongside EPS and cost control, with moderated AIP payouts in 2024 (91.5% vs prior years), suggesting disciplined but achievable targets; forthcoming vest schedules and CIC protections reduce near-term departure risk but warrant monitoring of vest-related trading and performance RSU achievement trajectories .