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Jeff Malmen

Senior Vice President of Public Affairs at IDACORPIDACORP
Executive

About Jeff Malmen

Jeffrey L. Malmen is Senior Vice President of Public Affairs at IDACORP and Idaho Power, serving in this role since April 2016; he is 57 years old as of the FY2024 10-K executive officer listing . Company performance context during his tenure includes 17 consecutive years of EPS growth and continued dividend increases, along with strong reliability (99.96% uninterrupted service in 2024) and customer growth of 2.6% in 2024 . IDACORP’s pay-vs-performance disclosure shows a cumulative total shareholder return basket value of 118.97 for 2024 vs 127.32 for the EEI Utilities Index peer group, with net income of $289.951 million and CEPS referenced as $15.75 for 2024 .

Past Roles

OrganizationRoleYearsStrategic impact
IDACORP / Idaho PowerSenior Vice President, Public AffairsApr 2016 – present Executive leadership over public affairs during period of constructive rate case outcomes, dividend growth, and reliability achievements

External Roles

No external directorships or professional board roles disclosed for Malmen in the latest proxy and 10-K.

Fixed Compensation

Metric202220232024
Base Salary ($)372,000 402,000 435,000
Stock Awards ($) (grant-date fair value)439,586 465,351 503,008
Non-Equity Incentive Plan ($) (STIP paid)389,908 431,290 433,887
Change in Pension Value ($)701,627 176,790
All Other Compensation ($)12,650 13,720 14,320
Total Compensation ($)1,214,144 2,013,988 1,563,005

Performance Compensation

Short-Term Incentive Plan (STIP) – 2024 design and results

MetricWeightingThresholdTargetMaximum2024 ActualQualifying Multiplier
Net Income (IDACORP, $mm)56% $270.0 $278.0 $283.0 $289.2 56%
Preservation of ADITCs ($mm)14% ≥$5.0 ≥$15.0 ≥$50.0 $77 14%
Customer Satisfaction (CRI %)15% 81.50% 84.25% 85.75% 82.95% 15%
Service Reliability (avg outages)15% ≤1.60 ≤1.25 ≤1.05 1.26 15%

Individual award opportunity and payout for Malmen:

  • Target opportunity: 60% of base salary; Threshold 30%; Maximum 120%
  • 2024 payout: $433,887

Long-Term Incentive (LTI) structure (2024 grants)

ComponentUnits/ValuePerformance period / VestDesign
Time-vesting RSUs1,963 units (40% of 2024 base salary) Vests Jan 2027 Dividend equivalents paid during restriction period
Performance-based RSUs (target)3,924 units (80% of 2024 base salary) 2024–2026 50% CEPS, 50% relative TSR; 0–200% payout; dividends paid only on earned units
CEPS performance levelsThreshold $13.50; Target $14.65; Max $15.80 2024–2026 Linear interpolation
TSR performance levelsThreshold 30th percentile; Target 55th; Max 90th 2024–2026 EEI Utilities Index comparator
Approx. total LTI award (based on salary)$522,000 (target) RSUs settled in shares

2022–2024 performance-based RSU payout at period end (earned in Feb 2025):

Grant (Feb 2022)Target unitsShares earnedDividend equivalents ($)
Malmen2,894 2,894 30,242

Equity Ownership & Alignment

ItemDetail
Beneficial ownership (as of Mar 17, 2025)21,346 shares; less than 1% of class
Unvested time-vesting RSUs (12/31/2024)4,934 units; vesting: 1/1/2025 (1,448), 1/1/2026 (1,523), 1/1/2027 (1,963)
Unvested performance-based RSUs (12/31/2024)8,924 units; performance period end: 12/31/2024 (5,788), 12/31/2025 (1,370), 12/31/2026 (1,766)
Options outstandingNone; no stock options outstanding as of March 17, 2025
Ownership guidelinesOfficers must hold IDA stock: SVP level 3x base salary; performance-based RSUs do not count
Compliance statusAll executive officers, including Malmen, in compliance with guidelines
Hedging / pledgingProhibited for directors and officers

Insider selling pressure monitor: upcoming vesting events include RSU cliffs on 1/1/2026 and 1/1/2027 and PSU determination for 2024–2026 in early 2027 .

Employment Terms

ProvisionTerms
Employment agreementsCompany does not provide employment agreements to executives
Change-in-control (CIC) multipleLump-sum 2.5x annual compensation (base salary + target STIP) upon not-for-cause or constructive discharge termination during CIC period
CIC vesting of equityTime-vesting RSUs accelerated; performance awards paid at target upon CIC
13th-month triggerMalmen’s agreement permits termination for any reason in first month following 1-year anniversary of CIC; receives reduced severance (2/3 of standard) and 18 months welfare benefits
Welfare benefits continuation24 months (CIC termination) or 18 months (13th-month trigger)
OutplacementUp to $12,000 for 12 months
280G tax gross-upNot generally provided; for Malmen, footnote indicates no gross-up in the illustrative case (compensation not reduced to avoid excise tax)
Early retirement eligibilityEligible under Retirement Plan and Security Plan II as of 12/31/2024

Scenario values (illustrative, assuming event on 12/31/2024; $109.28 stock price):

  • Not for cause or constructive discharge termination during CIC: Total $3,866,537
  • CIC without termination: Total $1,677,744
  • 13th-month trigger: Total $3,258,140

Pension, Deferred Compensation, and Other Benefits

PlanYears creditedPresent value of accumulated benefit ($)
Idaho Power Retirement Plan (DB)17 762,299
Security Plan II (nonqualified DB)17 3,794,844

Executives may defer up to 50% of base and STIP under the Executive Deferred Compensation Plan, but none of the NEOs currently participate .

Related Party Transactions and Red Flags

  • Malmen’s spouse is a partner at Perkins Coie LLP; IDACORP/Idaho Power paid approx. $830,970 to Perkins Coie in 2024. Engagement predates Malmen’s employment; he does not participate in hiring decisions; arrangements comparable to peer firms; transaction was reviewed, ratified, and approved by the governance committee and full board .
  • Anti-hedging and anti-pledging policies apply to Malmen .
  • Company clawback policy compliant with SEC/NYSE; applies to executive officers .

Say-on-Pay & Shareholder Feedback

  • 2024 say-on-pay support: 94.5% “FOR” .
  • Executive compensation design: majority at-risk, multiple performance metrics, independent comp consultant (Pay Governance), and stock ownership/retention policies .

Investment Implications

  • Alignment: High proportion of at-risk pay with multi-metric STIP (Net Income and ADITC preservation) and 3-year PSU mix (CEPS and relative TSR) supports pay-for-performance alignment; ownership guidelines and anti-hedging/pledging improve skin-in-the-game quality .
  • Retention risk: Meaningful unvested RSUs and PSUs with cliff dates into 2026–2027, plus defined benefit and supplemental pension accruals, suggest retention mechanisms are robust .
  • Selling pressure: Monitor RSU vesting dates (Jan 2026/2027) and PSU settlements (early 2027) for potential incremental share supply; performance awards settle in shares at outcome .
  • CIC economics: Double-trigger with 2.5x multiple and equity acceleration at target could create overhang in a transaction scenario; Malmen has 13th-month trigger provision, though standard tax gross-up is not broadly offered .
  • Governance quality: Strong shareholder support for compensation (94.5%), independent committee, clawbacks, and prohibitions on hedging/pledging reduce governance risk .