Gregory Sorensen
About Gregory Sorensen
Gregory Sorensen is Vice President and Chief Operating Officer (COO) of Middlesex Water Company, appointed in December 2024. He is 54, a licensed CPA, and holds a B.S. in Accounting from Wake Forest University. Sorensen previously served nearly 20 years at Liberty Utilities, culminating as President, West Region, leading ~800 professionals across water, wastewater, and electric operations in AZ, CA, TX, and Chile; earlier roles included accounting/finance in an international call center company and public accounting in NC and GA . Company performance around his onboarding: FY2024 revenues $191.9 million vs. $166.3 million in FY2023 (+$25.6 million); diluted EPS $2.47 (+40% YoY); net income $44.4 million; 52 consecutive years of dividend increases .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Liberty Utilities | President, West Region | Nearly 20 years (per disclosure) | Led ~800 staff across water, wastewater, and electric; multi-state and international operations (AZ, CA, TX, Chile) |
| International Call Center Company (AZ) | Accounting and finance roles | Not disclosed | Financial/operational discipline in large-scale services |
| Public Accounting (NC, GA) | CPA roles | Not disclosed | External audit/accounting expertise; maintains CPA license |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed in filings for Sorensen | — | — | — |
Fixed Compensation
- Employment agreement (entered 2024) provides, upon termination without cause: accrued but unpaid salary; 30% of annual long-term equity incentive target; and 18 months of COBRA coverage at the prevailing rate .
- Stock ownership requirements for executive officers: CEO 3.0x base salary; CFO 1.5x; all other NEOs 1.0x; to be achieved within five years. Beneficial ownership may include unvested restricted stock until vesting .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout Mechanism | Vesting |
|---|---|---|---|---|---|
| Income Before Income Taxes (corporate financial goal) | 60% for NEOs other than CEO (COO falls under “other NEOs”) | Not disclosed | Not disclosed | Restricted common stock awards under the Restricted Stock Plan | 3- or 5-year cliff vest; accelerated on retirement at/after age 65 or upon Change in Control |
| Non-financial goals (operational/service/growth/other) | 40% for NEOs other than CEO | Not disclosed | Not disclosed | Restricted common stock | 3- or 5-year cliff vest; accelerated as above |
- Program design: No formal cash incentive plan for NEOs beyond dividends on unvested restricted stock; awards considered annually based on financial and operational goals; clawback applies if awards tied to financial metrics are invalidated by restatement .
- Benchmarking: Total compensation targeted at the 50th percentile of comparator group .
Equity Ownership & Alignment
| Date | Grant Type | Shares Granted | Tax Withheld | Shares Held After | Notes |
|---|---|---|---|---|---|
| 12/19/2024–12/20/2024 | Restricted Stock (Employment Agreement) [investors.middlesexwater.com/static-files/1182256a-97ce-431f-92d6-77917858e6d7] | 2,160 (Code A) | 846 (Code F) | 1,314 (Direct) | Award pursuant to employment agreement; withholding to satisfy taxes; net shares released to reporting person |
- Ownership guidelines: 1.0x base salary for “other NEOs,” five-year compliance window; unvested restricted stock may count toward compliance .
- Pledging/hedging: Prohibited; no liens on company equity interests allowed .
- Clawback: Restricted stock tied to financial metrics is subject to clawback in event of restatement .
Employment Terms
| Provision | Term |
|---|---|
| Role/responsibilities | COO oversees water/wastewater operations, capital program planning/delivery, safety/security, sustainability, and growth initiatives |
| Employment agreement (COO, 2024) | If terminated without cause: accrued but unpaid salary; 30% of annual long-term equity incentive target; 18 months COBRA at prevailing rate |
| Change-in-Control agreement (company-wide framework) | For non-CEO executives terminated without cause or resign for good reason within two years post-CIC: lump sum equal to 2x average annual base salary + targeted annual incentive (5-year lookback); continued health/welfare coverage for two years; immediate vesting of outstanding restricted stock; deferred compensation paid |
| CIC agreement mechanics | Commences Jan 1, auto-renews each Dec 31 unless notice by Nov 1; defines “Change in Control” (≥20% voting shares, major transactions, board changes, liquidation/dissolution) |
| Good Reason and termination process | Detailed “Good Reason” triggers include failure to pay compensation, materially adverse changes to plans/benefits, failure to obtain successor assumption; written notice, cure periods, and formal Notice of Termination requirements specified |
Performance & Track Record
- Company achievements in 2024 transition year: New leadership team (CEO, CFO, COO) installed; EPS up 40% YoY to $2.47; net income $44.4m; revenues $191.9m; 52nd consecutive dividend increase; ~2,100 new regulated customers; $75m infrastructure investment; “MWC 2030 Vision” launched; Project Synergy for asset/work mgmt; cross-connection program; safety initiatives .
Company Financials (Context for Pay-for-Performance)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $162.434m | $166.274m | $191.877m |
| EBITDA ($USD) | $74.123m* | $71.267m* | $86.306m* |
*Values retrieved from S&P Global.
Compensation Structure Notes and Governance
- Compensation Committee: Amy B. Mansue (Chair), Joshua Bershad, M.D., James F. Cosgrove, Jr., Kim C. Hanemann .
- Program governance: Annual CD&A reviewed/approved; say-on-pay conducted annually (frequency set to one year in 2023; next frequency vote in 2029) .
Investment Implications
- Alignment: Restricted-stock–only LTI with 3–5 year cliff vest and clawback, plus strict no-pledging policy, indicates strong alignment and reduced balance-sheet leverage from executive hedging .
- Retention/transition: COO’s employment agreement provides moderate non-CIC protections (equity target portion and COBRA), while CIC terms (2x base + target incentive, immediate vest) are standard for utilities, aiding retention yet creating potential transaction costs in a sale scenario .
- Insider pressure: December 2024 Form 4 shows tax withholding (Code F) and net share retention; no open-market sale reported on that filing, suggesting limited near-term selling pressure from the grant event .
- Execution credibility: Sorensen’s Liberty Utilities track record (multi-asset, multi-geography leadership with ~800 staff) plus CPA background supports disciplined operational and capital execution—critical as MSEX advances its $387m infrastructure plan (2025–2027) and growth initiatives .