Lisa Grow
IDACORPAbout Lisa Grow
Lisa A. Grow, 59, has served as President and CEO of IDACORP, Inc. and Idaho Power since June 2020 and as a director since February 2020. She holds a B.S. in Electrical Engineering (University of Idaho) and an MBA (Boise State University) . During her tenure, IDACORP’s revenues increased from ~$1.35B* in FY2020 to $1.82B in FY2024 and EBITDA rose from ~$474M* to ~$548M, while company-reported TSR (value of $100) moved from 92.53 in 2020 to 118.97 in 2024 (see Performance table below). 2024 marked the company’s 17th consecutive year of EPS growth, with customer growth of 2.6% and strong reliability (99.96% uninterrupted service) . In October 2025, management raised FY2025 EPS guidance to $5.80–$5.90 per diluted share .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Idaho Power | SVP & COO | 2016–2019 | Oversaw operations ahead of rapid load growth; foundation for reliability and infrastructure investments . |
| Idaho Power | President | 2019–present | Led customer growth, rate cases (ID and OR) and highest-ever retail MWh in 2024 . |
| IDACORP & Idaho Power | President & CEO | 2020–present | 17th straight year of EPS growth; continued dividend increases; advanced constructive regulatory settlements . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| American Water (NYSE: AWK) | Independent Director | 2025–present | Appointed Aug 26, 2025; brings deep regulated utility expertise . |
| St. Luke’s Health System | Board Chair | Current | Regional healthcare system leadership . |
| Federal Reserve Bank of San Francisco, Salt Lake City Branch | Director and Chair | Current | Recently appointed to second three‑year term; branch board chair . |
Fixed Compensation
| Year | Base Salary ($) |
|---|---|
| 2022 | 850,000 |
| 2023 | 920,000 |
| 2024 | 1,000,000 |
Notes:
- Employee directors do not receive director fees or stock awards; Ms. Grow receives no separate director compensation .
Performance Compensation
Short‑Term Incentive (STI) – 2024 Design and Results
| Metric | Weight | Target | Actual 2024 | Payout impact |
|---|---|---|---|---|
| Customer Satisfaction (CRI) | 15% | 84.25% | 82.95% | Below target |
| Service Reliability (avg outage incidents) | 15% | ≤1.25 | 1.26 | ~Target |
| Net Income (IDACORP) | 56% | $278M | $289.2M | Above target |
| Preservation of ADITCs | 14% | ≥$15M | $77M | Max |
| Total STI payout vs target | — | — | — | ~166% of target |
| Executive | Target (% of Salary) | Max (% of Salary) | 2024 Award ($) |
|---|---|---|---|
| Lisa A. Grow | 100% | 200% | 1,662,400 |
Design notes:
- Financial (80% of financial goal = net income; 20% = ADITC preservation) and two operational goals; no payout if no company‑wide employee STI payout or if IDACORP lacks net income to pay common dividends .
Long‑Term Incentive (LTI) – 2024 Grants (effective post FY2023 results)
Structure: one‑third time‑vesting RSUs (cliff on 1/1/2027) and two‑thirds performance‑based RSUs (2024–2026) equally weighted on CEPS and relative TSR to EEI Utilities Index; PSU payout 0–200% of target .
| Metric | Threshold | Target | Maximum |
|---|---|---|---|
| CEPS (2024–2026) | $13.50 | $14.65 | $15.80 |
| TSR vs EEI Utilities Index (percentile) | 30th | 55th | 90th |
| Executive | Time‑vesting RSUs (#) | PSUs – Target (#) | PSUs Range (#) | Target LTI ($) |
|---|---|---|---|---|
| Lisa A. Grow | 11,278 | 22,556 | 10,150–45,112 | 3,000,000 |
Recent PSU outcome (2012–2024 cycle ending 12/31/2024 paid in Feb 2025): Earned at 100% of target; for Ms. Grow, 13,780 shares earned; dividend equivalents $144,001 .
Other pay practices:
- No stock options; independent comp consultant (Pay Governance); clawback compliant with SEC/NYSE; hedging/pledging prohibited .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (3/17/2025) | 60,681 shares (sole voting/investment, excludes options; <1%) |
| Ownership as % of SO | ~0.11% (60,681 / 54,020,021 outstanding) |
| Unvested time‑vesting RSUs | 26,151 units (6,890 vest 1/1/2025; 7,983 vest 1/1/2026; 11,278 vest 1/1/2027) |
| PSU awards outstanding (unearned) | 44,894 units as of 12/31/2024 (2022 cycle at max presentation; 2023 & 2024 shown at threshold as of reporting) |
| Options | None outstanding; company does not grant options |
| Shares pledged | Prohibited by policy |
| Ownership guidelines | CEO: 5x base salary; performance‑based RSUs do not count; all executives in compliance as of proxy date |
| 2024 vested shares (realizations) | 25,072 shares vested for Ms. Grow in 2024 per “Stock Vested” table |
Related party / alignments:
- Anti‑hedging and anti‑pledging policies apply to officers/directors .
- Son‑in‑law employed at Idaho Power; compensation reviewed and ratified under related person policy .
Employment Terms
| Topic | Key terms |
|---|---|
| Employment agreement | None; company does not provide employment agreements |
| Change‑in‑Control (CIC) | Double‑trigger agreements for all NEOs; Ms. Grow also has a “13th‑month trigger” (voluntary resignation window 1 month after 1‑year post‑CIC) with reduced severance |
| CIC cash severance | 2.5x (base salary + target STI) lump sum |
| Equity on CIC | Unvested time RSUs vest; PSUs vest at target; dividend equivalents on earned PSUs paid in cash |
| Welfare benefits & outplacement | Welfare benefits continued 24 months (18 months for 13th‑month trigger); outplacement up to $12,000 |
| 280G treatment | “Greater net benefit” cutback vs pay‑full (no standard gross‑up). For Ms. Grow, if compensation is cut to avoid excise tax and IRS still asserts tax, company may (not must) provide a gross‑up related to that tax |
| Clawback | SEC/NYSE‑compliant policy for erroneously awarded incentive-based compensation after required restatements (effective Oct 2, 2023), plus legacy misconduct-based recovery policy pre‑2023 |
| Deferred comp | Executive Deferred Compensation Plan available; none of NEOs currently participate |
| Pension/SERP | Significant nonqualified Security Plan II present value for Ms. Grow: $10,345,575; qualified Retirement Plan PV: $1,921,808; years of credited service: 37 (Retirement Plan), 20 (SMSP II), 3 (SMSP I – no PV shown) |
Board Governance
- Roles: Director since 2020; Executive Committee member and shown as committee chair in committee matrix .
- Independence: Only management director; all other directors independent; independent Board Chair (separate from CEO) .
- Board attendance: Board met 4 times in 2024; each director attended ≥75% of board and committee meetings .
- Employee director pay: None (all director fees/equity for non‑employee directors; employee directors excluded) .
Director Compensation (Employee Director)
- Not applicable (no director fees/equity to employee directors); see Executive Compensation for officer pay .
Compensation Committee and Peer Benchmarking
- Comp & HR Committee, all independent; retains Pay Governance as outside consultant .
- Market references include a utility peer group (e.g., ALLETE, Alliant, Avista, PNW/“TXNM Energy”, Portland General, etc.) and WTW utility/general industry surveys regressed to $2.0B revenues .
- LTI relative TSR comparator: EEI Utilities Index; TSR target set at the 55th percentile .
- Say‑on‑Pay: 94.5% approval in 2024; broad shareholder engagement .
Performance & Track Record
Operating and Financial Trends (FY)
| Metric | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 |
|---|---|---|---|---|---|
| Revenues ($) | 1,347,340,000* | 1,455,410,000 | 1,641,040,000 | 1,762,894,000 | 1,822,965,000 |
| EBITDA ($) | 473,597,000* | 493,846,000* | 491,537,000* | 506,872,000* | 547,853,000* |
Values retrieved from S&P Global. An asterisk indicates metrics without an explicit document citation.
Selected 2024 operating highlights:
- 17th straight year of EPS growth; 2.6% customer growth; record retail MWh; highest winter and summer peaks; 99.96% service reliability .
Pay vs Performance / TSR
| Measure | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR – value of $100 | 92.53 | 112.38 | 110.06 | 103.50 | 118.97 |
Recent outlook:
- Q3 2025: raised FY2025 EPS guidance to $5.80–$5.90; drivers include customer growth and rate changes; headwinds include financing/depreciation from infrastructure investments .
Vesting Schedules and Potential Selling Pressure
- Time‑based RSUs vest annually on January 1 (2025/2026/2027 tranches noted above), concentrating vesting/withholding events around early January .
- Performance‑based RSUs conclude at each cycle end (e.g., 2024 cycle ended 12/31/2024; payouts determined the following February), creating additional calendar‑driven vesting and potential tax‑withholding transactions .
- 2024 vested shares for Ms. Grow totaled 25,072 .
Compensation Structure Analysis (Signals)
- High at‑risk pay (majority of CEO total target compensation in equity/LTI), diversified incentives (CEPS and relative TSR) and caps on incentives support pay‑for‑performance alignment .
- No stock options; primary equity vehicle is RSUs/PSUs (lower risk than options); strict anti‑hedging/pledging .
- Clawback aligned to SEC/NYSE; ownership guideline 5x salary with compliance reported .
- Equity Plan refresh: 1,100,000 additional shares requested in 2025; expected basic dilution of ~2.8% including outstanding and available shares (as of 12/31/2024) .
Risk Indicators & Red Flags
- Related person employment (son‑in‑law) reviewed and approved under policy .
- CIC provisions include accelerated vesting at target; cash multiple 2.5x; for Ms. Grow a limited 13th‑month trigger remains from a prior agreement; potential (discretionary) 280G gross‑up only if IRS asserts excise tax after compensation was cut to avoid it .
- Company prohibits hedging and pledging, mitigating alignment risks .
- Say‑on‑Pay support strong (94.5%), lowering governance friction risk .
Compensation Peer Group (Benchmarking)
- Peer group used for 2024 compensation benchmarking includes regulated utilities such as ALLETE, Alliant Energy, Avista, PNW/“TXNM Energy” (formerly PNM Resources), Portland General, Atmos, Black Hills, OGE, ONE Gas, Northwest Natural, Hawaiian Electric, NorthWestern, Spire, Pinnacle West .
- TSR comparator for LTI is EEI Utilities Index; TSR target at 55th percentile .
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval: 94.5%; management and board actively engaged shareholders holding >50% aggregate, meeting with ~17% of holders .
Investment Implications
- Alignment: Strong pay‑for‑performance design (CEPS + relative TSR) and high equity weighting, coupled with anti‑hedging/pledging and clawback, supports long‑term alignment; 94.5% Say‑on‑Pay indicates low governance overhang .
- Retention vs liquidity: Significant unvested RSU/PSU overhang and three‑year cliff schedules bolster retention but create predictable vesting windows (Jan 1 and late‑Feb historically) that can introduce episodic insider selling for tax/withholding needs .
- Change‑of‑Control economics: Double‑trigger at 2.5x cash plus full equity vest at target is in line with regulated utility norms; the legacy 13th‑month window and conditional 280G gross‑up possibility for Ms. Grow are modest governance watch‑items but constrained .
- Performance momentum: Management has delivered consistent EPS growth and raised FY2025 guidance; constructive regulatory outcomes and customer growth are positives, though capital intensity drives higher depreciation/financing costs .
- Dilution monitor: The 2025 LTIP share increase contemplates ~2.8% basic dilution; monitor equity burn rate (historical average ~0.19%) and future grant pacing .
All citations are drawn from IDACORP’s 2025 DEF 14A and recent filings/press releases as referenced.