Sandra Lawrence
EvergyAbout Sandra A.J. Lawrence
Sandra A.J. Lawrence, age 67, is an independent director of Evergy (EVRG) and has served on the board since 2004. She currently chairs the Compensation and Leadership Development (CLD) Committee and is a member of the Operations Committee. Lawrence previously served as Executive Vice President & Chief Administrative Officer (2016–2019) and Executive Vice President & Chief Financial Officer (2005–2016) at Children’s Mercy Hospital; she holds a BA from Vassar, an M.Arch from MIT, and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Children’s Mercy Hospital | EVP & Chief Administrative Officer | 2016–2019 | Senior leadership of admin functions |
| Children’s Mercy Hospital | EVP & Chief Financial Officer | 2005–2016 | Led finance; deep healthcare finance experience |
| MRIGlobal (Midwest Research Institute) | Chief Financial Officer | 2005 | Financial oversight at nonprofit research org |
| MRIGlobal | SVP & Treasurer | 2004–2005 | Treasury leadership |
| Various industries (architecture, real estate, financial services, packaging distribution, medical research) | Professional/management roles | Prior 26 years | Broad multi-sector management experience |
External Roles
| Organization | Exchange/Ticker | Role | Committee/Chair | Status |
|---|---|---|---|---|
| Brixmor Property Group | NYSE: BRX | Director | Audit Committee Chair | Current |
| Sera Prognostics | Nasdaq: SERA | Director | Audit Committee member | Current |
| Delaware Funds by Macquarie | — | Trustee | — | Current |
| American Shared Hospital Services | NYSE American: AMS | Director | Audit Chair; Nominating & Governance member | Former |
| Recology, Inc. | Private | Director | Board Chair | Former |
Board Governance
- Independence: The Board determined all nominees except the CEO are independent; CLD members (including Lawrence) meet enhanced independence standards under Nasdaq and SEC Rule 10C-1 .
- Committee leadership and attendance: Lawrence chairs CLD (5 meetings; 95% attendance) and serves on Operations (combined 6 meetings across predecessor/merged committees; 100% committee attendance). She moved from Nominating, Governance & Sustainability (NGS) to Operations effective May 8, 2024 (NGS had 5 meetings; 100% committee attendance) .
- Engagement: The CLD Committee issued its report recommending inclusion of the CD&A, signed by Lawrence as Chair (March 7, 2025) .
- Executive sessions and board process: Regular executive sessions at board and committee meetings; four board meetings held in 2024 with each incumbent nominee attending >75% of aggregate meetings .
Committee Assignments and Attendance
| Committee | Role | 2024 Meetings | Attendance | Independence Note |
|---|---|---|---|---|
| Compensation & Leadership Development (CLD) | Chair | 5 | 95% | All members independent; enhanced standards under Rule 10C-1 |
| Operations | Member | 6 (2 legacy NPE + 2 SPD + 2 Ops) | 100% (committee) | All members independent |
| Nominating, Governance & Sustainability (NGS) | Member (until May 8, 2024) | 5 | 100% (committee) | All members independent; Lawrence moved to Operations May 8, 2024 |
Fixed Compensation
- Structure: Annual base cash retainer $115,000; committee chair fee (CLD) $20,000; equity retainer $155,000 paid annually; directors may defer retainers into DSUs or the DCP .
- 2024 actual compensation (Lawrence): $135,000 cash; $155,361 stock awards (grant-date fair value); $9,921 nonqualified deferred comp earnings; $5,000 charitable match; total $305,282 .
| Item | Amount ($) |
|---|---|
| Annual base cash retainer | $115,000 |
| CLD Committee Chair fee | $20,000 |
| Equity retainer (common stock) | $155,000 |
| 2024 Fees Earned or Paid in Cash | $135,000 |
| 2024 Stock Awards (grant-date FV) | $155,361 |
| 2024 Nonqualified Deferred Compensation Earnings | $9,921 |
| 2024 All Other Compensation (charitable match) | $5,000 |
| 2024 Total | $305,282 |
Performance Compensation
- Directors did not receive stock options or non-equity incentive plan compensation in 2024; equity retainers are time-based and not performance-conditioned .
| Performance-linked component | Status | Notes |
|---|---|---|
| Non-equity incentive plan compensation | None | Column omitted for directors; not paid in 2024 |
| Option awards | None | Column omitted; Evergy does not grant director stock options |
| Equity retainer performance conditions | Not applicable | Annual equity retainer is time-based; DSU deferral available |
Other Directorships & Interlocks
- Current public company boards: Brixmor (Audit Chair), Sera Prognostics (Audit Committee). A fund-trustee role at Delaware Funds by Macquarie .
- Interlocks/Conflicts: Compensation Committee disclosed no member relationships requiring Item 404 related-party disclosure; no executive served on a compensation committee at an entity where CLD members were executives .
- Related-party transactions: None requiring disclosure since FY2024; policy requires NGS Committee review of transactions >$120,000 involving related persons .
Expertise & Qualifications
- Financial expertise: Extensive CFO and audit chair experience; recognized public company governance experience .
- Regional knowledge: Deep familiarity with Kansas City and Topeka, key service territories .
- Education: BA (Vassar), M.Arch (MIT), MBA (Harvard) .
Equity Ownership
| Name | Beneficially Owned Shares (#) | Share Equivalents to be Settled in Stock (#) | Total Share Interest (#) | Percent of Class |
|---|---|---|---|---|
| Sandra A.J. Lawrence | 480 | 71,815 | 72,295 | <1% |
- DSUs: Directors can defer cash/equity into DSUs under the LTIP; DSU accounts receive dividend-equivalent credits and settle into stock after board service ends per director elections .
- Ownership guidelines: Non-employee directors must hold Evergy stock ≥5x the annual cash retainer within five years; all non-employee directors are in compliance as of Dec 31, 2024 .
- Hedging/pledging: Prohibited for directors under Evergy’s securities trading policy .
Governance Assessment
- Strengths: Long-standing independent director (since 2004) with deep financial and audit experience; chairs the CLD Committee with strong governance practices (independent consultant, clawback policy, double-trigger CIC for executives, no tax gross-ups, no stock options), and solid committee attendance .
- Alignment: Equity retainer and DSU deferral create shareholder alignment; compliance with stringent 5x retainer ownership guidelines; no hedging/pledging allowed .
- Shareholder signals: 2024 Say-on-Pay support ~96%, supportive of CLD oversight under her chairmanship .
- Potential watch items: Very long tenure (director since 2004) may raise refreshment/independence optics at some institutions, offset by ongoing board refresh and her active leadership roles; multiple external board commitments warrant continued monitoring of time/attention, though committee attendance is strong and no interlocks or related-party exposures were disclosed .
RED FLAGS: None disclosed for related-party transactions, hedging/pledging, or Section 16(a) delinquency; CLD interlocks absent; director compensation shows no options or non-equity incentives and includes charitable match only .