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Alex Vallejo

Executive Vice President, Chief People Officer at PG&EPG&E
Executive

About Alex Vallejo

Alejandro “Alex” Vallejo was appointed Executive Vice President, Chief People Officer of PG&E Corporation and Pacific Gas and Electric Company effective September 30, 2025, after 15 years in leadership roles at PG&E, including Chief Risk Officer and Senior Vice President, Ethics & Compliance; he previously litigated complex commercial and regulatory matters at Orrick, Herrington & Sutcliffe LLP and holds a J.D. from Harvard Law School and a B.A. from UC Riverside . Company performance context under which he will lead People strategy: PG&E delivered industry‑leading three‑year cumulative TSR of 65.0% for the 2022–2024 PSU period, non‑GAAP core EPS of $1.36 (+10.6% YoY), and a second consecutive year of zero major wildfires in 2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
PG&E Corporation / Pacific Gas and Electric CompanyEVP, Chief People OfficerEffective Sept 30, 2025Leads People organization (talent acquisition, labor relations, coworker development, change management) to foster culture of safety and resiliency
PG&EChief Risk Officer; SVP, Ethics & CompliancePrior to 2025Oversaw enterprise risk assessment/mitigation across operations and public safety; led Ethics & Compliance, Privacy, Federal Compliance, and Records/Information Governance
PG&ELegal and customer teams (leadership roles)Prior to 2025Cross‑functional leadership supporting regulatory, legal, and customer initiatives
Orrick, Herrington & Sutcliffe LLPLitigatorPrior to PG&EComplex commercial and regulatory litigation experience

External Roles

OrganizationRoleYearsStrategic Impact
Orrick, Herrington & Sutcliffe LLPLitigation AttorneyPrior to PG&EDeveloped expertise in regulatory and complex commercial litigation

Fixed Compensation

  • Vallejo’s specific base salary, target bonus %, and any sign‑on/retention awards were not disclosed in available filings as of his appointment .

Performance Compensation

PG&E’s executive incentive architecture (applies to executive officers across the Corporation and Utility) consists of a cash Short‑Term Incentive Plan (STIP) and annual Long‑Term Incentive Program (LTIP) granted solely as PSUs; program design, metrics, and governance are consistent across both companies . As an EVP and Section 16 officer (per Form 3), Vallejo is subject to these frameworks .

2024 STIP company scorecard (certified; payout factor 1.036)

MetricWeightThreshold (50%)Target (100%)Max (200%)ActualUnweighted ScoreWeighted Score
Weather‑normalized CPUC‑reportable fire ignitions rate25%0.950.900.851.410.0000.000
Quality pass rate (inspection/vegetation QA)10%0.501.002.002.002.0000.200
Gas dig‑in rate (per 1,000 USA tickets)5%1.221.171.101.002.0000.100
Preventable motor vehicle incident rate5%2.342.252.212.380.0000.000
DCPP reliability & safety indicator5%95.097.5100.0100.02.0000.100
Safe dam operating capacity5%97.0%97.5%97.9%98.0%2.0000.100
Serious injury actual count5%21070.0000.000
CEMI‑5/CEMI‑10 index (customers w/ multiple interruptions)10%0.5001.0002.0000.5000.5000.500 (after negative discretion)
Non‑GAAP core EPS ($)20%$1.31$1.33$1.35$1.362.0000.400
Operating cash flow ($mm)10%$7,124$8,382$9,639$8,0350.8620.086
Final Company Score (after negative discretion)1.036

Design highlights: In 2024, wildfire risk reduction was embedded as a modifier within the ignition metric (weight raised to 25%), financial metric weight increased to 30%, and customer metrics streamlined, aligning incentives with safety, customer reliability, affordability, and financial stability .

2024 LTIP PSUs (three‑year performance; vest after results certification)

MetricWeightThreshold (50%)Target (100%)Max (200%)
System hardening effectiveness20%95.0%97.0%98.5%
Electric corrective maintenance (HFRA)20%N/A83.0%88.0%
SAIDI (ex‑MED)25%289.70275.90262.10
Relative TSR (regulated utility peers)35%25th pct50th pct90th pct

Grant timing policy: Annual LTIP awards are generally granted March 1 (or next business day); awards may be granted outside annual cycle for hires/retention, and PSUs vest after a three‑year performance/holding period per AB 1054 requirements .

Equity Ownership & Alignment

ItemDetail
Beneficial ownership (Common Stock)41,142 shares (Direct)
Phantom stock units28,048.36 units; each economically equivalent to one common share, payable in cash following termination of service
Ownership as % of common shares outstanding0.0015% (41,142 / 2,671,320,389 outstanding as of Feb 5, 2025)
Hedging/pledgingProhibited for directors and officers under Insider Trading Standard
Executive stock ownership guidelinesOfficers must meet minimum ownership within 5 years; EVP guideline = 300% of base salary; 100% holding of net shares until guideline met

Employment Terms

  • Appointment: EVP, Chief People Officer effective September 30, 2025 .
  • Severance & change‑in‑control policy (executive officers): termination without cause provides cash severance (two‑times base + STIP target for non‑CEO executive officers), pro‑rata PSU vesting and limited continued RSU/option vesting; change‑in‑control benefits require double trigger, with accelerated vesting if severed or awards not assumed .
  • Clawbacks/recoupment: Dodd‑Frank compliant clawback on restatements, broader incentive recoupment policy, and severance recoupment provisions for specified misconduct or company felony conviction scenarios .

Compensation Structure vs Performance Metrics

  • PG&E’s executive pay mix emphasizes at‑risk compensation: ~74% average target compensation for NEOs tied to performance, and ~91% for the CEO in 2024; LTIP is 100% PSUs measured on safety, customer experience, and relative TSR .
  • STIP/PSU metrics are objective, outcome‑based, and aligned with AB 1054 and POR OII priorities (safety, customer welfare, financial stability) with regulatory affirmation of compliance (Office of Energy Infrastructure Safety) .

Vesting Schedules and Insider Selling Pressure

  • Phantom stock units pay out in cash post‑termination—reduces forced selling pressure while providing deferred compensation alignment .
  • Annual PSU awards vest after three years contingent on performance; dividends accrue and are paid in cash on earned shares only, further tying value realization to outcomes .

Compensation Peer Group & Say‑on‑Pay

  • Pay comparator and performance peer groups include large regulated utilities (e.g., AEP, DTE, Duke, Edison International, Southern, Xcel); TSR is measured vs regulated peers with market cap ≥$6B .
  • Shareholder support: 2024 say‑on‑pay approval exceeded 95% and 99% at the Corporation and Utility respectively; 2025 outreach reported no investor concerns regarding program design .

Performance & Track Record

  • 2024 achievements included zero major wildfires, 258 miles of undergrounding (366 miles of total hardening), and improved safety/operational metrics; financial results delivered GAAP EPS of $1.05 (+10%) and non‑GAAP core EPS of $1.36 (+10.6%) .
  • Three‑year TSR (2022–2024 PSU period) ranked first among peers at 65%, with PSU payouts certified at 118.1% for that cycle, demonstrating alignment of realized pay with shareholder outcomes .

Investment Implications

  • Alignment: As a Section 16 EVP under PG&E’s strict anti‑pledging policy and robust ownership guidelines, Vallejo’s equity and phantom holdings plus three‑year PSU structure increase long‑term alignment while limiting short‑term selling pressure .
  • Safety‑centric incentives: Elevated weighting to wildfire ignition risk, system hardening, and reliability metrics in both STIP and PSUs suggest continued tight linkage between compensation outcomes and operational risk mitigation—positive for risk‑adjusted equity thesis .
  • Retention/continuity: Executive severance/change‑in‑control features (double‑trigger, pro‑rata vesting) and March 1 grant cadence support retention and program stability for talent leading safety, culture, and operational transformation .
  • Performance sensitivity: With financial metrics embedded (core EPS, operating cash flow, relative TSR), program design should transmit affordability and balance‑sheet improvements into compensation outcomes—aligning executive focus with shareholder value .