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Geoffrey Ley

Vice President, Corporate Planning and Treasurer at EvergyEvergy
Executive

About Geoffrey Ley

Geoffrey T. Ley is Vice President, Corporate Planning and Treasurer at Evergy, and served as Acting Chief Financial Officer and Treasurer (principal financial officer) from June 21, 2024 until October 1, 2024 before reassuming his prior role . Age 50, Ley holds a B.S. in Chemical Engineering from Purdue University and an MBA from Southern Methodist University . Company performance context in 2024: GAAP net income was $873.5 million and GAAP diluted EPS was $3.79, with adjusted EPS of $3.81; dividend was increased to $2.67 annualized . Pay-versus-performance shows Evergy’s cumulative TSR paths and relative TSR rank improved materially in 2024 versus 2023 (76th percentile relative TSR rank in 2024 vs 27th in 2023) .

Past Roles

OrganizationRoleYearsStrategic Impact
EvergyActing CFO & Treasurer (principal financial officer)Jun 21–Oct 1, 2024Stabilized finance function during CFO transition; continued AIP and LTIP participation .
EvergyVP, Corporate Planning & TreasurerDec 2022–presentTreasury, corporate planning; reassumed role after Oct 1, 2024 CFO appointment .
EvergyVP, Financial Planning & AnalysisJun 2021–Dec 2022Led FP&A post-holding-company integration .
Hunt Refining CompanyVice President & CFO2019–2021Oversight of accounting, IT, supply chain, treasury .
Hunt Utility Services (InfraREIT mgmt co.)VP & Treasurer2014–2019Led treasury, corporate planning, performance management for regulated transmission REIT .
Energy Future Holdings / TXU Corp.Director Corporate Finance; various planning/treasury roles2007–2014Managed rating agency relationships, debt capital markets .
Frito-LayR&D roles~1997–2007Product development and commercialization experience .

External Roles

No external public-company directorships disclosed in the proxy/8-Ks .

Fixed Compensation

ComponentDetails
Base Salary$344,000 (continued while Acting CFO; remains base in VP role) .
AIP Target Bonus %50% of base salary .
2024 AIP Actual PayoutWeighted payout 91.5% of target; cash award $157,380 (based on $344,000 base and 50% target) .
Cash Retention$50,000 paid at appointment (June 21, 2024) and $175,000 payable if continuously employed through March 15, 2025 .

Performance Compensation

Annual Incentive Plan (AIP) – 2024

MetricWeightThresholdTargetStretchSuperiorActualWeighted Payout
Adjusted EPS for Incentive Compensation32.5%$3.63 $3.83 $3.98 $4.13 $3.79 29.3%
Adjusted NFOM Expense for Incentive Compensation32.5%$973.8mm $938.6mm $915.1mm $891.7mm $930.1mm 38.4%
DART (Safety)6.25%0.89 0.68 0.51 0.35 1.14 0.0%
PVAR (Safety)3.125%1.23 1.12 1.00 0.90 0.61 6.3%
PSIF Investigations on Track (Safety)3.125%75% 90% N/A N/A 100% 3.1%
SAIDI (Reliability)3.75%106 98 94 90 96 4.7%
SAIFI (Reliability)3.75%1.06 1.01 0.96 0.91 1.03 3.0%
Unplanned Commercial Availability7.5%89% 93% 95% 96% 88% 0.0%
J.D. Power: Residential Satisfaction2.25%0.48 0.40 0.32 0.24 0.61 0.0%
Call Center Survey (1–5 scale)2.625%4.18 4.24 4.30 4.36 4.22 2.2%
Business Customer Satisfaction2.625%90.0% 92.5% 95.0% 97.5% 96.2% 4.6%
Total Weighted Achievement100%91.5%

Modifiers: No discretionary modification applied in 2024 .

Long-Term Incentive Plan (LTIP)

MetricWeightThresholdTargetStretchSuperiorPerformance PeriodVesting
Relative TSR vs EEI Index60.0%25th percentile 50th percentile 70th percentile 90th percentile 2024–2026 Cliff vest Mar 1, 2027; capped at 100% if absolute TSR negative .
3-year Cumulative Adjusted EPS33.3%$11.74 $12.07 $12.25 $12.44 2024–2026 Cliff vest Mar 1, 2027 .
Environmental (MW add)6.7%200 MW under contract/in-service by YE 2026 300–500 MW 500+ MW in-service + 0–450 MW under contract 650 MW in-service + 300+ MW under contract 2024–2026 Cliff vest Mar 1, 2027 .

Historical outcome reference (2022 grant cohort, performance period 2022–2024): Relative TSR paid 0%; cumulative adjusted EPS paid 12.2% weighted; environmental metric discretionary payout 90% (weighted 6.0%) .

Equity Ownership & Alignment

Beneficial Ownership (as of March 4, 2025)

ItemAmount
Shares Beneficially Owned10,068
Share Equivalents to be Settled in Stock (e.g., RSUs/DSUs)10,682
Total Share Interest20,750
Percent of Class<1%
Pledged/Hedged SharesProhibited by policy; none permitted .
Deferred Compensation Participation (2024)Not participating .

Outstanding Equity Awards and Vesting Schedule (Dec 31, 2024)

Grant DateVesting DateTypeUnits Not VestedNotes
Mar 1, 2022Mar 1, 2025Time-based RSUs470 Includes dividend equivalents .
Mar 1, 2022Mar 1, 2025Time-based RSUs975 Includes dividend equivalents .
Mar 1, 2023Mar 1, 2026Time-based RSUs1,070 Includes dividend equivalents .
Mar 1, 2024Mar 1, 2027Time-based RSUs1,309 Annual grant .
Mar 1, 2024Mar 1, 2027Time-based RSUs (Retention)3,674 Retention award $175,000; vests 1/3 annually .
Jun 21, 2024Jun 21, 2027Time-based RSUs (Retention)4,689 Acting CFO grant $250,000; vests 1/3 annually .
Mar 1, 2024–Dec 31, 2026Mar 1, 2027Performance-based RSUs (Target)6,683 unearned Earn-out based on TSR/EPS/Environmental .

Aggregate unvested values at 12/31/24: Time-based RSUs 12,187 units ($750,098 market value); PBRSUs target 6,683 units ($411,339 market/payout value at target) .

2024 Grants Detail

GrantUnitsGrant-Date Fair ValueVesting
Annual PBRSUs (Target, Mar 1, 2024)3,750 $187,050 Cliff Mar 1, 2027 .
Annual Time-based RSUs (Mar 1, 2024)1,250 $62,350 Cliff Mar 1, 2027 .
Retention RSUs (Mar 1, 2024)3,509 $171,371 1/3 per year on anniversaries .
Acting CFO RSUs (Jun 21, 2024)4,590 $240,138 1/3 per year on anniversaries .

Employment Terms

ProvisionTerms (Mr. Ley)
Employment agreementAt-will; no employment agreements for NEOs .
Change-in-Control (double trigger)One times highest annual base salary and one times average annualized bonus; full acceleration of RSUs and PBRSUs at target upon termination w/o Cause or for Good Reason after a change-in-control; no tax gross-ups .
CIC Estimated Benefits (as of 12/31/24)Salary $344,000; One-times Bonus $183,094; Annual Bonus $172,000; PBRSU vesting $604,113; RSU vesting $721,181; Health & Welfare $41,336; Accrued Vacation $33,738; Total $2,133,962 .
Executive Severance Plan (no CIC)Salary $344,000; Bonus $172,000; PBRSU pro-rata vesting $324,569; RSU pro-rata vesting $328,218; COBRA cash $26,830; Accrued Vacation $33,738; Outplacement $25,000; Total $1,426,355 .
ClawbackSEC-compliant clawback policy and award provisions .
Hedging/PledgingProhibited for all employees/officers/directors; no margin accounts .
Stock Ownership GuidelinesRobust guidelines disclosed; CEO 6x salary and Directors 5x retainer; NEO specifics not enumerated in the proxy text .
Deferred CompensationPlan available; 2024 participation not elected by Ley .
Perquisites (2024)$52,172 total; includes 401(k) match/nonelective $34,500; financial planning $12,740; parking $1,656; charitable match $3,276 .

Compensation Structure Notes

  • 2024 compensation mix: majority “at-risk” through AIP and LTIP; no stock options granted; no repricing/backdating permitted .
  • LTIP design emphasizes relative TSR, cumulative adjusted EPS, and environmental MW additions; relative TSR capped at 100% payout if absolute TSR negative .
  • 2025 AIP changes: increased EPS weighting, reduced NFOM weighting; reliability consolidated to SAIDI; replacing Unplanned Commercial Availability with Seasonal EFOR’d; customer metrics pivot to IVA/website surveys; DEI modifier removed .

Compensation Peer Group and Shareholder Feedback

  • Compensation peer group used for benchmarking includes Alliant Energy, Ameren, CenterPoint, CMS, DTE, Entergy, Eversource, NiSource, OGE, Pinnacle West, Portland General, PPL, WEC, Xcel Energy, Black Hills .
  • Say-on-pay support: approximately 96% approval in 2024 .

Investment Implications

  • Alignment: Ley’s equity-heavy package and double-trigger CIC terms align incentives with TSR/EPS and long-term grid investment (PBRSUs cliff vest Mar 1, 2027), while hedging/pledging prohibitions reduce misalignment risk .
  • Retention risk and selling pressure: Two retention RSU tranches (Mar 1, 2024; Jun 21, 2024) vest in equal thirds over three years, and a $175,000 cash retention is contingent on employment through March 15, 2025—both mechanisms support near-term retention; potential supply from RSU settlements around March 1 and June 21 anniversaries should be monitored in trading windows .
  • Execution risk: 2022 LTIP cohort underperformed on relative TSR (0% payout) and modest EPS payout, underscoring sensitivity to market-relative performance; AIP 2024 paid 91.5% with safety shortfalls, indicating operational areas to improve as Evergy scales capex and reliability initiatives .
  • Downside protection: Severance plan provides moderate cash and pro-rata equity vesting without CIC; CIC economics for Ley are restrained vs other NEOs (1x salary/bonus vs 2x), limiting windfall risk while ensuring continuity during strategic events .