Steven Demetriou
FIRSTENERGYAbout Steven J. Demetriou
Independent director of FirstEnergy Corp. (FE), age 66, serving since 2017. He chairs the Finance Committee and is a member of the Compensation Committee, bringing CEO-level operating and capital allocation experience; he holds a B.S. in Chemical Engineering from Tufts University . The Board determined him independent in March 2025; he attended 100% of Board and committee meetings in 2024 (98% across his FE tenure), indicating high engagement and reliability . Board-wide attendance was ~94% in 2024, with executive sessions led by the Lead Independent Director .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jacobs Solutions Inc. | Chief Executive Officer; later Executive Chair | CEO: 2015–Jan 2023; Executive Chair: Jan 2023–Sep 2024 | Led strategy and operations at a global technical services firm; stepped down as executive chair upon Amentum transaction |
| Aleris Corporation | Chairman & Chief Executive Officer | 2004–2015 | Led an industrial materials manufacturer through operational periods and portfolio strategy |
| Kraton Corporation | Director | 2009–2017 | Board oversight for specialty polymers business |
| C5 Acquisition Corporation | Chair of the Board | Jan 2022–Nov 2023 | SPAC leadership and governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Amentum Holdings, Inc. | Executive Chair | Since Sep 2024 | Engineering/technology services; appointed following transaction with Jacobs’ CMS business |
| Arcosa, Inc. | Director | Since Jan 2023 | Public company board; infrastructure-related products and solutions |
The proxy summary lists “Other public boards 2” for Demetriou, but the detailed biography confirms Arcosa as current and notes his departure from Jacobs’ executive chair role in Sep 2024; no additional current public board beyond Arcosa is explicitly stated in the biography .
Board Governance
- Committee assignments: Finance (Chair) and Compensation; Finance met 6 times in FY2024, Compensation met 5 times .
- Finance Committee scope: capital structure, forecasts/budgets, debt levels, dividend policy, financing, acquisitions/divestitures—central to investor capital allocation and balance sheet oversight .
- Compensation Committee scope: executive pay philosophy, program oversight, human capital initiatives, and director compensation recommendations; committee composed entirely of independent directors in 2024 .
- Independence: Affirmed by the Board in March 2025; no related person transactions identified for independent directors in review .
- Attendance: Demetriou’s attendance 100% in 2024 and 98% over tenure; FE Board overall ~94% in 2024; all directors >75% of meetings .
- Time commitments: Governance Committee conducted diligence due to his Amentum executive chair role; concluded he has sufficient capacity and remains highly engaged as Finance Chair and Compensation member .
Fixed Compensation
| Component | Amount (USD) | Period/Notes |
|---|---|---|
| Annual cash fees | $130,000 | 2024; comprised of $115,000 standard retainer + $15,000 Finance Committee chair fee |
| Annual equity retainer (stock awards, grant-date fair value) | $159,908 | 2024; quarterly stock grants under 2020 Incentive Plan; grant-date values: $38.33 (Apr 1), $38.48 (Jul 1), $44.41 (Oct 1), $39.99 (Jan 2, 2025) |
| Total 2024 director compensation | $289,908 | Fees + stock awards; no options and no “all other compensation” |
| 2025 retainer levels | Cash $120,000; Equity $170,000 | Effective Jan 1, 2025; Non-Executive Chair fees ended with chair transition |
Performance Compensation
Directors do not have performance-based STIP/LTIP metrics; their equity compensation is a fixed-value annual retainer in common stock (no options) .
| Performance Metric | Weight | Threshold/Target/Max | Status |
|---|---|---|---|
| None for non-employee directors | — | — | Not applicable; directors receive cash/equity retainers only |
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public boards | Arcosa, Inc. (Director) since Jan 2023 |
| Other roles | Executive Chair at Amentum since Sep 2024 (private), post-merger with Jacobs CMS |
| Interlocks/Insider participation | Compensation Committee had no interlocks or insider participation in 2024 |
Expertise & Qualifications
- Former CEO and executive chair with deep leadership in engineering, construction, chemicals/mining; experience in cybersecurity, sustainability, and environmental solutions contexts aligns with FE’s operations, capital planning, and risk oversight .
- Chemical engineering degree (Tufts) supports technical literacy across utility and infrastructure domains .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Shares beneficially owned | 12,431 | Sole voting/investment power unless noted; <1% of class |
| Director Deferred Stock Units (DDCP, payable in stock) | 23,695 | Counted for ownership guideline compliance purposes |
| Ownership guideline | 6× annual cash retainer (currently $720,000) within 5 years; minimum 100 shares within 90 days | |
| Hedging/Pledging policy | Anti-hedging and anti-pledging policies apply to directors |
The proxy states each director has either met or is expected to meet guidelines within the allotted time; DDCP units count toward guideline compliance .
Governance Assessment
- Strengths: Independent status; exceptional attendance and engagement; chairs the Finance Committee with remit over capital structure and funding—key for investor confidence; compensation aligns with market practice (cash + stock retainer), no options, no gross-ups .
- Time-commitment monitoring: Board conducted due diligence on his external roles and concluded sufficient capacity; his 2024 attendance was 100%, supporting the assessment .
- Alignment: Robust director stock ownership guidelines and anti-hedging/anti-pledging policies bolster alignment; beneficial ownership plus DDCP units contribute toward compliance .
- Conflicts/related-party exposure: Governance review found no related person transactions and Compensation Committee reported no interlocks/insider participation in 2024—low conflict risk .
- Shareholder signals: FE’s 2024 Say-on-Pay passed with over 95% support, indicating broad endorsement of pay practices and governance framework; continued outreach and program refinements reinforce responsiveness .
RED FLAGS
- None disclosed specific to Demetriou. Potential concern around external executive chair role is actively monitored; Board’s diligence, attendance record, and reduced external commitments mitigate risk .