Paul Keglevic
EvergyAbout Paul M. Keglevic
Paul M. Keglevic, age 71, has served as an independent director of Evergy since 2020 and is the Audit Committee Chair and a member of the Finance Committee. He is a former CEO (2016–2018) and EVP/Chief Financial Officer/Chief Risk Officer (2008–2016) of Energy Future Holdings; earlier he was an audit partner at PwC (U.S. utility sector leader) and led the utilities practice at Arthur Andersen for 15 years. He holds a B.S. in accounting from Northern Illinois University, is a CPA, and is a NACD Board Leadership Fellow and certified director .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Energy Future Holdings | Chief Executive Officer | 2016–2018 | Led majority owner of regulated T&D business |
| Energy Future Holdings | EVP, CFO, Chief Risk Officer | 2008–2016 | Finance and risk leadership |
| PwC | Audit Partner; U.S. Utility Sector Leader | 2002–2008 | Led sector for six years |
| Arthur Andersen LLP | Partner; Led Utilities Practice | 15 years | Practice leadership in utilities |
External Roles
| Company/Organization | Role | Tenure | Board Committees / Notes |
|---|---|---|---|
| Frontier Communications Corporation (Nasdaq: FTR) | Director | 2019–2021 | Finance; Audit committee member |
| Bonanza Creek Energy, Inc. (NYSE: BCEI) | Director | 2017–2021 | Audit Chair; Nominating & Corporate Governance Chair |
| Ascena Retail Group, Inc. (Nasdaq: ASNA) | Director | 2019–2021 | — |
| Clear Channel Outdoor Holdings, Inc. (NYSE: CCO) | Director | 2019 | — |
| PetSmart, Inc. (Nasdaq: PETM) | Director | — | — |
| Stellus Capital Management, LLC (NYSE: SCM) | Director | 2014 | — |
| Cobalt International Energy, Inc. | Director | — | — |
| Philadelphia Energy Solutions, Inc. | Director | — | — |
| Envision Healthcare | Director | — | — |
| Energy Future Holdings Corporation & subs. | Director | — | — |
| WeWork Inc (NYSE: WE) | Chairman; Compensation Chair; Nominating & Corporate Governance member | 2023–2024 | Leadership and committee roles |
| Rite Aid Corporation (OTC: RADCQ) | Audit Chair | 2023–2024 | Audit leadership |
| Tupperware Brands Corporation (NYSE: TUP) | Director | 2023–2025 | Audit and Finance & Transformation committees |
| Tropicana Brands Group (non-public JV PAI/PepsiCo) | Director | Began 2025 | Non-public board |
| Oi Telecommunications (Telemar; Brazil) | Director | Began 2025 | Company in liquidation; not U.S.-registered |
| Dallas & California Chambers of Commerce | Director | — | Civic/charitable boards |
Board Governance
- Independence: Board determined Mr. Keglevic is independent under Nasdaq standards and Evergy’s director qualification standards; 11 of 12 nominees are independent .
- Committee assignments: Audit Committee Chair (audit committee financial expert) and Finance Committee member .
- Audit Committee: 6 meetings in 2024, 100% attendance; responsibilities include oversight of financial reporting, internal controls, ERM, auditor oversight, legal/regulatory compliance, and ESG reporting . Audit Committee report recommends inclusion of audited financials in the 2024 Form 10-K .
- Finance Committee: 4 meetings in 2024, 94% attendance; responsibilities include capital structure/allocation, budget, financing and credit risk, investor relations, insurance, benefits, tax strategy, treasury practices, and KPIs .
- Board meetings: The Board met 4 times in 2024; each incumbent nominee attended >75% of aggregate Board and committee meetings .
- Executive sessions: Standing executive sessions at Board and committee meetings; Lead Independent Director responsibilities defined .
- Related-party transactions: Policy in place; no related party transactions since the beginning of fiscal year 2024 required to be reported under Item 404(a) .
- Section 16 compliance: No delinquent filers for FY2024 to Evergy’s knowledge .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (base, all directors) | $115,000 | Paid quarterly; can be converted to DSUs |
| Audit Committee Chair fee | $20,000 | Paid quarterly |
| Finance Committee member fee | $0 | No chair fee; base covers membership |
| Equity retainer (Evergy common stock/DSUs) | $155,000 | Paid annually; grant post-annual meeting (May 8, 2024) |
| Fees Earned or Paid in Cash (Mr. Keglevic) | $135,000 | Reflects base + chair fees |
| Stock Awards (grant-date fair value) | $155,361 | ASC 718; value reflects equity retainer |
| Nonqualified Deferred Comp Earnings | $547 | Above-market earnings |
| All Other Compensation | $0 | No perqs >$10k; charitable match disclosed for some directors not for Keglevic |
| Total 2024 Director Compensation | $290,908 | — |
- Deferral elections: Directors may defer cash retainers via DCP and/or convert cash/equity retainers into DSUs; DSUs receive dividend-equivalent credits and are settled in stock after Board service ends per elections .
Performance Compensation
| Item | Status | Notes |
|---|---|---|
| Option awards to non-employee directors | Not granted | Company discloses directors did not receive option awards in 2024 |
| Non-equity incentive plan compensation | Not granted | Company omitted non-equity incentive column for 2024 directors |
| Performance metrics tied to director pay (TSR/EPS/ESG) | Not applicable | Director pay is retainer-based cash and time-based equity/DSUs; performance metrics apply to officer LTIP, not directors |
Other Directorships & Interlocks
- Interlocks: Company reports no compensation committee interlocks or insider participation; none of Evergy’s executive officers served as directors or compensation committee members at entities where Evergy directors were executive officers .
- Audit committee overload check: No Audit Committee member serves on more than three public company audit committees .
Expertise & Qualifications
- Audit/finance expertise: Designated “audit committee financial expert”; extensive finance/accounting, regulatory, M&A, governance experience .
- Industry breadth: Utilities, telecom, transportation, real estate .
- Certifications/education: CPA; NACD Board Leadership Fellow and certified director; B.S. in accounting (Northern Illinois University) .
Equity Ownership
| Name | Beneficially Owned Shares (#) | Share Equivalents to be Settled in Stock (#) | Total Share Interest (#) | Percent Of Class (%) |
|---|---|---|---|---|
| Paul M. Keglevic | — | 13,929 | 13,929 | * (<1%) |
- Ownership requirements: Non-employee directors must hold Evergy stock equal to at least 5× the annual cash retainer within five years of initial election; as of December 31, 2024, all non-employee directors are in compliance .
- Hedging/pledging: Company prohibits short selling, hedging, or pledging by any employee or director .
- DSUs: Dividend-equivalent DSUs credited and settled post-service per elections .
Governance Assessment
- Strengths: Independent status; Audit Chair with “financial expert” designation; committee structures with strong attendance (Audit 100%, Finance 94% in 2024); robust oversight of ERM, controls, auditor independence; active executive sessions; no related-party transactions requiring disclosure; high shareholder support on say‑on‑pay (96% approval in 2024) indicating governance alignment .
- Alignment: Equity retainer and DSU deferrals support long‑term alignment; compliance with stringent stock ownership guidelines; anti‑hedging/pledging policy reduces misalignment risk .
- Potential watch items: Extensive external board service (including recent roles at companies undergoing transformations) warrants ongoing monitoring for time commitments; however, Evergy confirms no audit committee overload and independence maintained .
RED FLAGS
- None disclosed: No related‑party transactions; no hedging/pledging; Section 16 compliance; committee attendance robust .