Kenneth Tanji
PUBLIC SERVICE ENTERPRISE GROUPAbout Kenneth Y. Tanji
Kenneth Y. Tanji, 59, is an independent director of Public Service Enterprise Group (PSEG) since 2023 and serves on the Audit and Finance Committees; he is designated an “audit committee financial expert” under Sarbanes-Oxley and SEC rules . He is the retired EVP and CFO of Prudential Financial (Dec 2018–Mar 2024) and holds an MBA in Finance from the University of Minnesota and a BA in Economics from Yale University . The Board has determined he is independent (all directors except the CEO) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prudential Financial, Inc. | EVP & Chief Financial Officer | Dec 2018 – Mar 2024 | Oversaw global financial reporting, IR, treasury, tax, corp dev, actuarial |
| Prudential Financial, Inc. | SVP & Treasurer | Mar 2013 – Nov 2018 | Corporate treasury leadership |
| Prudential Financial, Inc. | CFO, International Businesses | Jan 2010 – Mar 2013 | International P&L finance leadership |
| Prudential Annuities | Senior Financial Officer | Aug 2006 – Jan 2010 | Business unit financial oversight |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Centene Corporation | Director | Current (as of 2025 proxy) | Committee roles not disclosed in PSEG proxy |
| New Jersey Institute for Social Justice | Trustee & Treasurer | Current (as of 2025 proxy) | Non-profit governance/finance role |
Board Governance
- Independence: The Board determined all nominees except the CEO are independent; Tanji is independent .
- Committees: Audit; Finance; not a chair .
- Audit Committee financial expert: Identified by the Board as an “audit committee financial expert” .
- Attendance: In 2024, the Board met 7 times; Audit met 5; Finance met 4. Each incumbent director attended at least 75% of aggregate Board and committee meetings; all 2024 nominees attended the annual meeting .
- Engagement: Annual shareholder engagement includes Independent Director participation .
- Governance controls: Related person transactions reviewed/approved by the Governance Committee; no other related person transactions requiring disclosure beyond those noted (none involving Tanji) .
Fixed Compensation
| Item | Amount (USD) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | 120,000 | Director cash retainer; Tanji deferred $120,000 under the Directors’ Deferred Compensation Plan |
| Stock Awards (2024) | 180,040 | Grant equated to 2,579 stock units on May 1, 2024 at $69.81; dividend equivalents accrue |
| Option Awards | – | No director stock options awarded |
| All Other Compensation (2024) | 8,650 | Company charitable contributions/matching on his behalf |
| Total (2024) | 308,690 | Sum of components above |
Director fee schedule (non-management directors):
- Annual retainer: $120,000; Annual equity grant: $180,000; Chair fees: Audit & O&CC $30,000; Governance/Finance/Industrial Ops $25,000; Lead Independent Director $40,000 .
Plan mechanics:
- Directors’ Equity Plan: Annual stock unit grant each May 1; fully vested by the following April 30; distributions after service or per election; dividend equivalents accrue in stock .
- Directors’ Deferred Compensation Plan: Cash fees may be deferred; distribution timing elected by the director .
Performance Compensation
- Directors do not receive performance-based annual or long-term incentive pay at PSEG; equity compensation for directors is in the form of time-based stock unit equivalents under the Directors’ Equity Plan; no option awards were granted to directors in 2024 .
Other Directorships & Interlocks
| Company | Role | Potential Interlocks/Conflicts Disclosed |
|---|---|---|
| Centene Corporation | Director | None disclosed by PSEG; Governance Committee reviews/approves any related person transactions and potential conflicts; none involving Tanji disclosed . |
Expertise & Qualifications
- Accounting/Finance and capital markets leadership as public company CFO and Treasurer; corporate development experience .
- Designated audit committee financial expert, meeting SEC/SOX criteria .
- Risk management and shareholder value creation in complex enterprises; regional familiarity with PSEG’s service territory .
Equity Ownership
| Metric (as of Feb 21, 2025) | Amount | Notes |
|---|---|---|
| Owned Shares (#) | 25 | Direct holdings |
| Stock Units/RSUs (#) | 4,635 | Director stock units under the Directors’ Equity Plan |
| Total Beneficial Ownership (#) | 4,660 | Includes owned shares and units (no voting rights on units) |
| Percent of Class | <1% | Below 1% threshold |
| Director Ownership Guideline | $720,000 | 6x annual retainer; applies to all directors |
| Compliance Status | Not yet met | Tanji joined the Board in Sept 2023; guideline not yet met |
| Hedging/Pledging | Prohibited | Company policy prohibits hedging and pledging by employees and Directors |
Governance Assessment
- Positives: Independent director with deep CFO-level financial expertise; designated audit committee financial expert; service on Audit and Finance aligns skills with oversight needs; committee meeting cadence indicates active oversight; robust governance policies (no hedging/pledging; clawbacks; related-party review) and strong shareholder support for executive pay (94.1% 2024 say-on-pay) support investor confidence .
- Watch items: Ownership guideline not yet met (expected for a 2023 appointee); no disclosed conflicts or related-party transactions involving Tanji .
- Overall: Profile enhances board financial oversight and risk management; compensation structure for directors is balanced with a significant equity component that aligns with long-term shareholder interests .