Chelle Izzi
PG&EAbout Chelle Izzi
Chelle Izzi was appointed Chief Commercial Officer (CCO) at Pacific Gas and Electric Company effective November 12, 2025, to lead commercial strategy for large-load customers including AI data centers, EV fleets, and other industrial demand centers. She brings 25+ years in clean energy with prior leadership roles across Constellation, CPower, NextEra Energy Resources, Walmart (launched Walmart’s public EV charging network; co-founded Greenlane and NextEra Mobility), and the United Nations Office for Project Services; she holds an MBA in Finance/Economics from Columbia Business School and a BS in Foreign Service from Georgetown University . PCG’s recent performance context anchoring incentive design: 2024 non-GAAP core EPS grew 10.6% to $1.36 and 2022–2024 PSUs paid at 118.1% of target as PCG’s 3-year TSR ranked first in its peer group at 65.0% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Walmart | Senior leadership; EV and charging initiatives | Not disclosed | Launched Walmart’s public EV charging network; co-founded Greenlane to enable zero-emission fleet charging |
| NextEra Energy Resources | Infrastructure development; NextEra Mobility | Not disclosed | Led development and mobility initiatives (NextEra Mobility), advancing electrification and large-load solutions |
| Constellation | Senior leadership in competitive retail | Not disclosed | Commercial strategy in retail power markets; large-customer solutions |
| CPower | Senior leadership in demand-side management | Not disclosed | Aggregation of flexible load and customer programs |
| United Nations Office for Project Services | Senior role | Not disclosed | International infrastructure and project delivery experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed | — | — | No current public company board or committee roles disclosed |
Fixed Compensation
| Component | Specific to Chelle Izzi | Notes |
|---|---|---|
| Base salary | Not disclosed | Appointment effective Nov 12, 2025; compensation details expected in next proxy cycle |
| Target bonus % | Not disclosed | PCG NEO STIP target opportunities ranged from 50% to 145% of base in 2024, set against market median |
| Actual bonus paid | Not disclosed | 2024 STIP company score certified at 103.6% of target after negative discretion |
Performance Compensation
| Program | Design | Metrics/Weights | Period | Outcome |
|---|---|---|---|---|
| STIP (cash) | Pay-for-performance; outcome-based metrics + Individual Performance Modifier (IPM) | Safety 60%; Customer 10%; Financial Stability 30% (EPS 20%; Operating Cash Flow 10%) | FY 2024 | Company score 1.036; EPS actual $1.36 vs target $1.33 (max $1.35); OCF actual $8,035 vs target $8,382 |
| LTIP (equity) | 100% PSUs for NEOs; 3-year performance; emphasis on safety/customer/financial | Wildfire safety metrics account for 40% of LTIP; other operational/financial measures drive remaining weights | 2022–2024 | PSU payout 118.1% of target; 3-year TSR 65.0% (ranked 1st in peer group) |
Detailed FY 2024 STIP metric performance:
| Metric | Weight | Threshold | Target | Max | Actual | Weighted Score |
|---|---|---|---|---|---|---|
| Weather-normalized CPUC-reportable fire ignitions rate | 25% | 0.95 | 0.90 | 0.85 | 1.41 | 0.000 |
| Quality pass rate | 10% | 0.50 | 1.00 | 2.00 | 2.00 | 0.200 |
| Gas dig-in rate | 5% | 1.22 | 1.17 | 1.10 | 1.00 | 0.100 |
| Preventable motor vehicle incident rate | 5% | 2.34 | 2.25 | 2.21 | 2.38 | 0.000 |
| DCPP reliability & safety indicator | 5% | 95.0 | 97.5 | 100.0 | 100.0 | 0.100 |
| Safe dam operating capacity | 5% | 97.0% | 97.5% | 97.9% | 98.0% | 0.100 |
| Serious injury actual count | 5% | 2 | 1 | 0 | 7 | 0.000 |
| CEMI-5 and CEMI-10 index | 10% | 0.500 | 1.000 | 2.000 | 0.500 | 0.500 (before downward discretion) |
| Non-GAAP core EPS ($/share) | 20% | $1.31 | $1.33 | $1.35 | $1.36 | 0.400 |
| Operating cash flow ($mm) | 10% | $7,124 | $8,382 | $9,639 | $8,035 | 0.086 |
| Final company score | — | — | — | — | — | 1.036 (after discretion) |
Equity Ownership & Alignment
| Policy/Guideline | Detail | Applicability |
|---|---|---|
| Executive stock ownership guidelines | CEO 600%; EVPs 300%; SVPs 200%; VPs 100% of base salary | Depends on officer level; new executives have 5 years to comply |
| Holding requirement | 100% of net shares from vesting must be held until guideline met | Applies until guideline met |
| Counting toward compliance | Unvested RSUs count regardless of retirement eligibility | Effective Jan 1, 2022 |
| Hedging/pledging | Prohibited for either company’s stock | |
| Clawback (incentives) | Recoupment can be triggered by (1) SEC-filed restatement, (2) material miscalculation, or (3) fraud/intentional misconduct causing material financial or reputational harm (3-year lookback) | |
| Clawback (severance) | Severance rights/payments may be reduced/recouped for defined misconduct triggers (e.g., felony relating to public health/safety or financial misconduct) |
RSU/PSU vesting and insider selling pressure context:
- RSUs historically vest over three years (generally one-third annually) and PSUs vest after three-year performance periods; unvested RSUs continue to vest for 12 months upon termination without cause; PSUs vest pro rata and settle at period end .
- Hedging and pledging prohibitions reduce potential adverse alignment risks; new officers have five years to reach ownership compliance, supporting retention and alignment .
Employment Terms
| Term | Key Provision | Notes |
|---|---|---|
| Start date | Nov 12, 2025 | Appointment as Chief Commercial Officer |
| Employment agreement | Not disclosed | PCG generally does not utilize employment contracts for executives |
| Severance (termination without cause) | Lump-sum of 1x base salary + STIP target (CEO: 2x); RSUs continue vesting 12 months; PSUs pro rata; options continue vesting 12 months and exercisable up to earlier of 1 year or remaining term; STIP prorated if ≥6 months of service | |
| Change-in-control (double trigger) | CEO: 3x base + STIP target; Other NEOs: 2x base + STIP target; accelerated vesting if awards not continued/assumed/substituted or if terminated in connection with CIC | |
| Golden parachute cap | Shareholder approval required if CIC payments exceed 2.99x base + STIP target | |
| Covenants | 12-month non-solicit of customers/employees; assist in legal proceedings; confidentiality; non-compete to extent permitted by law; release of claims required |
Performance Compensation – Additional Detail for Alignment
| Design Feature | Implication |
|---|---|
| 100% PSUs for long-term awards; wildfire safety metrics comprise 40% of LTIP; STIP safety weighting 60% | Strong pay-for-safety alignment given PCG’s wildfire risk context; at-risk equity pay closely tied to operational execution |
| Financial metrics include EPS and operating cash flow; STIP financial weighting increased to 30% in 2024 | Reinforces focus on profitability and cash generation alongside safety/customer outcomes |
| Discretionary adjustments | Compensation Committee can apply discretion, including downward; 2024 STIP reduced by ~3.6% via customer metric adjustment |
Investment Implications
- Load growth lever: As CCO, Izzi’s mandate centers on securing large-load customers (AI data centers, EV fleets). PCG estimates every 1 GW of new data center demand can reduce bills by 1–2%; 10 GW could reduce bills by 10%+; adding 1 million EVs reduces bills by ≥1%—structurally supportive for affordability, regulatory outcomes, and cash generation .
- Incentive alignment: PCG’s heavy safety/customer weighting (STIP 70% across safety/customer) and 100% PSUs long-term design create high at-risk compensation tied to operational delivery and TSR—favorable for shareholder alignment as load programs mature .
- Retention/turnover risk: No employment contract disclosed; standard severance and CIC protections apply; five-year ownership compliance horizon supports retention; hedging/pledging prohibition reduces misalignment risk .
- Near-term signals to watch: Announcements/MOUs with hyperscale or fleet operators; interconnection queue acceleration; EV fleet partnerships; evidence of OCF uplift (STIP metric) and TSR alignment via LTIP outcomes .
Note: Specific compensation amounts (salary, target bonus, grant values, award counts) and beneficial ownership for Chelle Izzi have not yet been disclosed in SEC filings as of this writing. All policy and performance details reflect PCG’s latest proxy and company disclosures.