Jeff Malmen
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 $15.75 for 2024 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| IDACORP / Idaho Power | Senior Vice President, Public Affairs | Apr 2016 – present | Executive leadership over public affairs during period of constructive rate case outcomes, dividend growth, and reliability achievements |
External Roles
No external directorships or professional board roles disclosed for Malmen in the latest proxy and 10-K.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 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
| Metric | Weighting | Threshold | Target | Maximum | 2024 Actual | Qualifying 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)
| Component | Units/Value | Performance period / Vest | Design |
|---|---|---|---|
| Time-vesting RSUs | 1,963 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 levels | Threshold $13.50; Target $14.65; Max $15.80 | 2024–2026 | Linear interpolation |
| TSR performance levels | Threshold 30th percentile; Target 55th; Max 90th | 2024–2026 | EEI Utilities Index comparator |
| Approx. total LTI award (based on salary) | $522,000 (target) | — | RSUs settled in shares |
2022–2024 performance-based RSU payout at period end (earned in Feb 2025):
| Grant (Feb 2022) | Target units | Shares earned | Dividend equivalents ($) |
|---|---|---|---|
| Malmen | 2,894 | 2,894 | 30,242 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| 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 outstanding | None; no stock options outstanding as of March 17, 2025 |
| Ownership guidelines | Officers must hold IDA stock: SVP level 3x base salary; performance-based RSUs do not count |
| Compliance status | All executive officers, including Malmen, in compliance with guidelines |
| Hedging / pledging | Prohibited 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
| Provision | Terms |
|---|---|
| Employment agreements | Company does not provide employment agreements to executives |
| Change-in-control (CIC) multiple | Lump-sum 2.5x annual compensation (base salary + target STIP) upon not-for-cause or constructive discharge termination during CIC period |
| CIC vesting of equity | Time-vesting RSUs accelerated; performance awards paid at target upon CIC |
| 13th-month trigger | Malmen’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 continuation | 24 months (CIC termination) or 18 months (13th-month trigger) |
| Outplacement | Up to $12,000 for 12 months |
| 280G tax gross-up | Not generally provided; for Malmen, footnote indicates no gross-up in the illustrative case (compensation not reduced to avoid excise tax) |
| Early retirement eligibility | Eligible 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 $3,258,140
Pension, Deferred Compensation, and Other Benefits
| Plan | Years credited | Present value of accumulated benefit ($) |
|---|---|---|
| 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 .