Jeanne Jones
EXELONAbout Jeanne Jones
Jeanne M. Jones, 45, has served as Executive Vice President and Chief Financial Officer of Exelon since October 17, 2022, after joining Exelon in 2007 and holding senior finance roles across the enterprise . Under her tenure as CFO, Exelon delivered 2024 adjusted operating EPS of $2.50 (top of guidance), a 2024 AIP performance factor of 136.64% (driven by EPS and operational metrics), and a 2022–2024 LTIP payout of 83.76% (reduced by a negative TSR modifier) . Say‑on‑pay support remains strong (93.7% in 2024; 5‑year average 93.5%) .
Financial context: Exelon’s consolidated revenues and EBITDA increased over FY 2022–FY 2024 (see table; S&P Global data).*
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 19,078,000,000* | 21,727,000,000* | 23,028,000,000* |
| EBITDA ($) | 6,243,000,000* | 6,810,000,000* | 7,189,000,000* |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Exelon | EVP & CFO | 2022–Present | Enterprise finance leadership post-separation; capital stewardship and investor alignment . |
| Exelon | SVP, Corporate Finance | 2021–2022 | Shaped “new Exelon” finance after separation of generation . |
| ComEd (Exelon subsidiary) | SVP, CFO & Treasurer | 2018–2021 | Utility CFO; rate-case and capital planning support . |
| Exelon Generation / JV Nuclear Group | VP, Nuclear Finance; CFO, JV Nuclear Group | 2014–2018 | Nuclear finance leadership and JV oversight . |
| Exelon | Various finance roles | 2007–2014 | Financial planning, capital budgeting, investor relations, treasury . |
External Roles
- None disclosed.
Fixed Compensation
| Component | 2024 Details |
|---|---|
| Base salary | $714,645 (reported in SCT; differences vs target reflect payroll timing) . Target base used for 2024 planning: $723,320 . |
| Target annual incentive (AIP) | 90% of base salary; 2024 AIP target $650,988 . |
| Actual AIP paid (2024) | $889,510 (performance factor 136.64%) . |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 Design and Outcomes
| Metric | Weight | Threshold | Target | Distinguished/Max | Actual | Payout (% of target) |
|---|---|---|---|---|---|---|
| Adjusted Operating EPS | 60% | $2.33 | $2.45 | $2.57 | $2.50 | 161.11% |
| SAIDI (Outage Duration) | 15% | 74 | 43 | 25 | 44 | 98.39% |
| SAIFI (Outage Frequency) | 15% | 0.71 | 0.54 | 0.38 | 0.51 | 118.75% |
| Customer Satisfaction | 10% | 7.77 | 8.02 | 8.35 | 7.89 | 74.00% |
| Responsible Business Modifier | ±10% | — | — | — | Applied 0% | 100% |
| Final AIP Factor | 136.64% |
Design notes: AIP metrics are EPS (60%), reliability (SAIDI/SAIFI 30%), and customer satisfaction (10%), with a Responsible Business (DEI/sustainability) modifier ±10% . No individual performance modifiers for NEOs .
Long‑Term Incentive Plan (LTIP) – 2022–2024 Cycle Results
| Metric | Weight | Threshold (50%) | Target (100%) | Distinguished/Max (150%) | Actual | Performance as % of target | Weighted |
|---|---|---|---|---|---|---|---|
| Utility Earned ROE* | 33.3% | 8.3% | 9.2% | 10.1% | 9.3% | 103.96% | 34.62% |
| Utility Net Income* ($M) | 33.3% | $6,457 | $7,174 | $7,891 | $7,123 | 96.45% | 32.12% |
| Exelon CFO/Debt* (%) | 33.4% | ≥12.0–<12.5 | ≥13.0–<14.0 | ≥15.0 | 12.9% | 75.00% | 25.05% |
| Base performance factor | 91.79% | ||||||
| TSR modifier (Exelon vs UTY) | TSR +1.78% vs UTY -10.52% → (8.74%) | Overall 83.76% |
Program structure: 67% PSUs / 33% RSUs; PSUs subject to three-year results with a TSR modifier versus UTY for this cycle . Starting with 2025–2027, TSR becomes a 25% weighted metric (no modifier) alongside EPS*, Utility Earned ROE*, and CFO/Debt* (each 25%), with a custom utility peer group .
Latest Grants and Vesting Cadence (2024)
| Award type | Grant date | Count/Target | Grant date fair value | Vesting |
|---|---|---|---|---|
| RSUs | 1/29/2024 | 18,011 | $635,608 | Time-based; vests one‑third per year over 3 years . |
| PSUs (2024–2026 cycle) | 1/29/2024 | Target 36,567 (Threshold 6,096; Max 73,134) | $1,223,346 | 3‑yr performance; paid based on results (subject to TSR design in effect) . |
| 2024 vesting activity | 1/29/2024 | Shares vested: 16,206 | Value realized: $571,915 | RSU tranches and PSU (2021–2023) settlements . |
Equity Ownership & Alignment
- Beneficial ownership: 78,445 Exelon shares (direct/indirect and equivalents); none pledged . As % of common shares outstanding (1,009,535,632 as of Mar 3, 2025), ~0.0078% .
- Unvested and unearned shares at 12/31/2024:
- RSUs unvested: 36,714 ($1,381,915 value at $37.64) .
- PSUs unearned (at target): 64,845 ($2,440,766 at $37.64) .
- Stock ownership guidelines: 3x base salary requirement; Jones at 3.0x as of June 30, 2024 (meets requirement) .
- Options: No stock options outstanding (company has not issued options since 2012) .
- Insider policy: Hedging and pledging prohibited; robust insider trading controls (applies to all officers) .
Vesting and potential selling pressure:
- Predictable annual RSU vesting (typically late January) can create routine share delivery/withholding events; no 10b5‑1 plans disclosed in the proxy. Review Form 4s for any scheduled sales plans (not disclosed here) .
Employment Terms
- Employment agreements: None (company policy; no employment contracts) .
- Severance (Senior Management Severance Plan; involuntary, not for cause/good reason): 24 months base salary + target bonus; prorated AIP for year of termination; pro‑rata vesting of RSUs/PSUs (based on actual performance); continued health/welfare benefits; outplacement and financial planning .
- Change‑in‑Control (double trigger): 2.99 years base salary + target bonus; pro‑rata AIP; equity generally vests based on actual/deemed performance; continued benefits; outplacement and financial planning; cutback applies to avoid 280G excise taxes (no gross‑ups) .
- Estimated severance economics for Jones:
- Involuntary (not CIC): Cash $3,638,126; retirement benefit enhancement $206,146; equity $1,895,192; health/welfare $8,800; perqs $23,150; total $5,771,414 .
- Qualifying CIC termination: Cash $4,998,691; retirement benefit enhancement $308,189; equity $3,822,657; health/welfare $58,903; perqs $23,150; total $9,211,590 .
Clawbacks:
- Discretionary recoupment policy (financial restatement, significant losses, reputational harm, or restrictive covenant breach) .
- Mandatory SEC/Nasdaq‑compliant recoupment for accounting restatements (erroneously awarded incentive compensation) .
Retirement & deferred compensation:
- Pension plans: Cash Balance Pension Plan (CBPP) and Supplemental Management Retirement Plan (SMRP). Present values (12/31/2024): CBPP $454,695; SMRP $372,571 .
- Deferred compensation: No DCP participation disclosed for Jones (table shows “—”) .
Perquisites (2024):
- Total perqs $31,544; tax reimbursement $3,349 (related to regulatory‑required DC workplace travel/lodging benefits); personal aircraft incremental cost $5,474 included within perqs .
- Company policies include limited aircraft, car/driver, BYOD stipend, financial planning, and health-related benefits for executives .
Performance & Track Record
- 2024 outcomes underpin pay‑for‑performance: adjusted operating EPS $2.50 (top of guidance), and strong operational reliability (top quartile SAIDI/SAIFI at several utilities), supporting a 136.64% AIP factor for NEOs .
- 2022–2024 LTIP paid at 83.76% due to negative TSR modifier despite solid operating metrics, indicating alignment with shareholder returns .
- Say‑on‑pay: 93.7% approval in 2024; 5‑year average 93.5%, signaling investor support for pay design and outcomes .
Compensation Structure Analysis
- Mix and rigor: High at‑risk pay via AIP/LTIP with quantitative financial and operating goals; TSR explicitly embedded in LTIP (modifier historically; weighted metric from 2025–2027), enhancing shareholder alignment .
- No employment agreements; no CIC excise tax gross‑ups; no option repricing; robust clawbacks—favorable governance profile .
- Peer benchmarking: Compensation benchmarked to a blended peer set (13 energy services + 5 general industry) with Exelon ~52nd percentile on revenue, ~38th on market cap as of Aug 2024 .
Equity Ownership & Alignment Details
| Item | Value |
|---|---|
| Shares beneficially owned | 78,445 |
| % of shares outstanding | ~0.0078% (78,445 / 1,009,535,632) |
| Unvested RSUs (12/31/2024) | 36,714 ($1,381,915 at $37.64) |
| Unearned PSUs at target (12/31/2024) | 64,845 ($2,440,766 at $37.64) |
| Ownership guideline | 3x salary; status: 3.0x as of 6/30/2024 (meets) |
| Pledging/Hedging | Prohibited |
| Options outstanding | None (no options issued since 2012) |
Employment Terms (Legal/Restrictive Covenants)
- At‑will employment; non‑compete/non‑solicit terms not specifically disclosed in the proxy; severance/CIC governed by the Senior Management Severance Plan .
Investment Implications
- Alignment: Strong pay‑for‑performance design with measured operational and financial rigor; TSR now an explicit LTIP metric (25% weight) should further tighten shareholder alignment .
- Selling pressure: Predictable RSU vesting cadence (annual, typically in late January) could result in periodic withholding/sale activity; no pledging allowed and no options outstanding, limiting leverage‑driven sales risk .
- Retention/transition risk: Absence of employment agreements but meaningful severance/CIC protections (double‑trigger; 2.99x) reduce unwanted turnover risk while maintaining governance discipline (no excise gross‑ups; clawbacks) .
- Execution signals: 2024 AIP over‑achievement and 83.76% LTIP cycle payout (tempered by TSR) indicate solid operational delivery with balanced shareholder accountability .
All citations refer to Exelon’s 2025 DEF 14A (proxy) and 2024 Form 10-K unless otherwise noted.