Michael L. Moehn
FIRST HORIZONAbout Michael L. Moehn
Michael L. Moehn, age 56, was elected as a non-employee director of First Horizon Corporation and First Horizon Bank effective August 20, 2025; he serves on the Audit Committee and the Information Technology Committee. He is Senior Executive Vice President and Chief Financial Officer of Ameren Corporation and President and Chairman of Ameren Services Company, with prior leadership roles including President of Ameren Missouri; his background spans finance, audit, operations, enterprise risk, and digital/cyber oversight. Education: B.S. in Accounting (Saint Louis University), MBA (Washington University in St. Louis), and a certificate in Nuclear Reactor Technology (MIT) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ameren Corporation | Senior EVP & CFO | Joined Ameren June 2000; CFO tenure not dated in filings | Leads strategic planning; responsible for investor relations, reporting, accounting, tax, treasury, internal audit, capital markets; oversees enterprise risk management, supply chain, digital/cyber |
| Ameren Services Company | President & Chairman | Not disclosed | Corporate services leadership; oversight across shared services |
| Ameren Missouri | President | Not disclosed | Led Missouri’s largest energy provider; operational and customer leadership |
| PricewaterhouseCoopers LLP | Audit/Accounting | Pre-2000 | Built finance/audit foundation |
External Roles
| Organization | Role | Public/Private | Tenure | Notes |
|---|---|---|---|---|
| Ameren Corporation | Senior EVP & CFO | Public (NYSE: AEE) | Not disclosed | Oversees full finance function and strategy, capital allocation, digital & cybersecurity |
| Ameren Services Company | President & Chairman | Private subsidiary | Not disclosed | Corporate services leadership |
| Urban League of Metropolitan St. Louis | Past Chairman | Non-profit | Not disclosed | Civic leadership |
| United Way of Greater St. Louis | Past Chairman | Non-profit | Not disclosed | Civic leadership |
Board Governance
- Committee assignments: Audit Committee (member) and Information Technology Committee (member) .
- Audit Committee independence standard: all Audit Committee members are independent under NYSE and SEC rules; FHN’s Board affirms committee independence and financial literacy requirements .
- Board attendance context: average Board and committee attendance for incumbent directors in 2024 exceeded 96%; no incumbent director was below 75% (Moehn joined in 2025; his personal attendance not yet disclosed) .
- Executive sessions: non-management directors meet in executive session, generally at each regular Board meeting, presided by Lead Director .
- Lead independent director: Colin V. Reed; responsibilities include agenda input, presiding over executive sessions, and facilitating board evaluations .
- Nomination and retirement policies: majority voting with resignation policy upon failure to receive a majority; non-employee directors retire at 72 unless waived; time-commitment limits set at four public company boards (including FHN) .
Fixed Compensation
Applicable program rates for non-employee directors (Moehn will participate per 8-K; actual amounts for 2025 not yet disclosed) :
| Item | Annual Amount |
|---|---|
| Base Retainer – cash | $90,000 |
| Base Retainer – RSU portion | $140,000 |
| Lead Director (cash) | $50,000 |
| Outside Chairman of the Board (cash) | $125,000 |
| Committee Chair – Audit | $40,000 |
| Committee Chair – other committees | $35,000 |
| Non-Chair Service – Audit, Executive, Risk | $15,000 |
| Non-Chair Service – Compensation, Nominating & Corporate Governance, IT | $10,000 |
Additional director program features:
- Directors may elect RSUs in lieu of cash retainers; RSUs typically granted post-annual meeting .
- Benefits include ticket use for business events (up to $5,000), charitable gift matching (up to $25,000), and certain no-fee banking services .
- Regional board meeting attendance fees up to $500 per meeting .
Performance Compensation
Directors do not receive cash incentives; equity awards are time-based RSUs (no performance metrics disclosed) .
| Component | Design | Metrics | Vesting |
|---|---|---|---|
| RSU Retainer | Annual grant to directors | None disclosed (time-based) | Example: 2024 director RSUs vest April 22, 2025 (program detail) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Moehn (serves as a public-company officer at Ameren, not disclosed as a director of Ameren Corporation) |
| Private/subsidiary boards | President & Chairman of Ameren Services Company (subsidiary) |
| Shared directorships with FHN competitors/suppliers/customers | None disclosed |
| Prior public company boards | None disclosed |
Expertise & Qualifications
- Finance and accounting leadership: CFO oversight of investor relations, reporting, accounting, tax, treasury, internal audit, capital markets .
- Enterprise risk and strategy: leads strategic planning and enterprise risk management; capital allocation responsibilities .
- Digital and cybersecurity oversight: oversees digital and cybersecurity organizations; customer experience initiatives .
- Sector experience: utilities operations leadership (Ameren Missouri), serving >1.2 million electric and gas customers .
- Education and technical credentials: B.S. Accounting (SLU), MBA (WashU), Nuclear Reactor Technology certificate (MIT) .
Equity Ownership
- FHN beneficial ownership for Moehn is not yet disclosed. As a new non-employee director, he is eligible for the RSU retainer program and other standard director compensation arrangements .
- Hedging policy: pre-clearance persons (including directors) are prohibited from hedging economic interests in FHN or Bank stock without approval (no approvals granted to date) .
Governance Assessment
- Board effectiveness signal: Appointment to Audit and IT Committees leverages Moehn’s finance rigor and digital/cyber oversight; Audit membership implies independence under NYSE/SEC standards, reinforcing investor confidence in financial oversight .
- Alignment and incentives: Standard director pay mix with meaningful equity retainer ($140k RSUs) plus committee retainers promotes alignment without short-term cash incentives; directors may elect RSUs in lieu of cash, increasing ownership orientation .
- Conflicts and related-party safeguards: FHN’s Related Party Transaction Procedures require Audit Committee review; ordinary-course director/affiliate transactions must be on market terms—8-K reiterates ordinary-course treatment for director-related banking relationships, mitigating conflict risk .
- Risk indicators: Strong anti-hedging policy for directors, executive sessions at each regular Board meeting, and majority voting with resignation policy; no director-specific red flags (pledging, related-party deals, investigations) are disclosed for Moehn .
- Shareholder context: Say-on-Pay approval was 97% in 2024, indicating broad support for compensation governance practices (executive program context) .
RED FLAGS: None disclosed specific to Moehn. Monitor future proxy for (a) any related-party transactions with Ameren or affiliates, (b) director stock pledging, and (c) attendance/engagement metrics as disclosed in the 2026 proxy .