Joseph Trpik
Senior Vice President, Finance and Chief Financial Officer at 
PORTLAND GENERAL ELECTRIC CO /OR/
PORTLAND GENERAL ELECTRIC CO /OR/Executive
About Joseph Trpik
Joseph R. Trpik, 55, is Senior Vice President, Finance and Chief Financial Officer of Portland General Electric (PGE), appointed in June 2023. He leads accounting, finance, tax, investor relations, and risk; he is a CPA with BS degrees in Accounting and Finance from Florida State University . Company performance context: FY 2022–FY 2024 revenue and net income increased, while relative TSR for the 2022–2024 PSU cycle ranked at the 9th percentile vs the utility peer group, yielding an 80% TSR multiplier; EPS growth and clean energy targets contributed to a 109% PSU payout in that cycle (Trpik joined in 2023 and did not participate) .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $2,647,000,000* | $2,923,000,000* | $3,440,000,000* |
| EBITDA ($USD) | $828,000,000* | $860,000,000* | $1,016,000,000* |
| Net Income ($USD) | $233,000,000 | $228,000,000 | $313,000,000 |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Exelon (Corporate) | SVP & Chief Accounting Officer | 2022–2023 | Led accounting and controls; experience in FP&A, capital allocation, cost/risk management, investor communications . |
| ComEd (Exelon subsidiary) | SVP & CFO | 2021–2022 | Finance leadership for Exelon’s largest utility, overseeing planning and financial operations . |
| Exelon Utilities | SVP & CFO | 2018–2021 | Multi-utility finance oversight; financial systems, risk, and cost management . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Portland Art Museum | Board of Trustees | Not disclosed (current as of proxy) |
| School of the Art Institute of Chicago | Vice Chairman of the Board | Not disclosed (current as of proxy) |
| Florida State University | Accounting Professional Advisory Board Member | Not disclosed (current as of proxy) |
Fixed Compensation
| Year | Salary ($) | Bonus ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2023 | 302,308 | 200,000 | 190,307 | 3,190,250 |
| 2024 | 632,471 | — | 256,818 | 2,280,378 |
All Other Compensation Breakdown (2024):
- Dividend-equivalent rights: $20,395
- 401(k) contributions: $35,146
- HSA contributions: $1,150
- Long-term disability insurance: $3,690
- Other (includes relocation reimbursements): $106,516
- Tax gross-up (relocation related): $89,920
Performance Compensation
Annual Cash Incentive (ACI) – 2024
| Item | Detail |
|---|---|
| Target Award | $439,384 (70% of 2024 base salary paid) |
| Actual Payout | $421,854 (96.01% of target) |
| Vesting | Generally requires continued employment to payout date; retirement/death/disability prorated |
| 2024 Goal Weighting | Financial 40%; Operations 25%; Strategic 25%; Culture 10% |
2024 ACI Performance Results:
| Metric | Threshold | Target | Maximum | Actual | Result |
|---|---|---|---|---|---|
| Financial – Net Income | $267.35mm | $314.53mm | $361.71mm | $313.48mm | 98.89% |
| Operations – Distribution Reliability (SAIDI) | 127.00 | 107.00 | 98.00 | 118.46 | Contributed to 85.94% ops score |
| Operations – Generation Reliability | Plant availability & Q3 thermal forced outage split | As defined | As defined | Availability 85.90%, Q3 FO 3.62% | Contributed to 85.94% ops score |
| Strategic (3 initiatives) | Qualitative 0–4 scale | 2 (target) | 4 (max) | ~2.03 avg | 101.00% |
| Culture (Engagement, Diversity, Supplier Diversity) | As defined | As defined | As defined | Various actuals | 97.17% |
Long-Term Incentive (LTI) – 2024
- Mix: PSUs 70% / RSUs 30% .
- Award multiple: 1.50× base salary; Target PSU value $661,500; Target RSU value $283,500 .
Grants of Plan-Based Awards (2024):
| Grant Type | Threshold | Target | Max | Grant-Date FV ($) |
|---|---|---|---|---|
| PSUs (shares) | 6,597 | 16,492 | 32,984 | $685,737 |
| RSUs (units) | — | 7,068 | — | $283,497 |
PSU Metrics and Payout Mechanics (2024–2026 cycle):
| Metric | Threshold | Target | Max | Weight |
|---|---|---|---|---|
| ROE (% of Allowed ROE) | 75% | 90% | 100% | 33% |
| EPS Growth (3-yr avg) | 5.0% | 6.0% | 7.0% | 33% |
| Clean Energy (MWa added) | 280 | 465 | 585 | 33% |
| Relative TSR (vs peer group) | ≤25th pct = 80% multiplier | 50th pct = 100% | ≥75th pct = 120% | Multiplier |
Looking ahead: For 2025 LTI, ROE metric removed; TSR made an equal metric alongside EPS growth and decarbonization to focus on shareholder returns and transition progress .
2022–2024 PSU Payout (company-wide):
- Total payout: 109.41% (ROE 29.98%, EPS 51.11%, Clean Energy 55.67%, TSR multiplier 80%) .
Equity Ownership & Alignment
Outstanding Equity Awards (as of 12/31/2024)
| Grant Date | Type | Units Not Vested | Market Value ($) |
|---|---|---|---|
| 6/30/2023 | PSUs | 14,218 | $620,174 |
| 6/30/2023 | RSUs | 4,063 | $177,219 |
| 6/30/2023 | Inducement RSUs | 7,899 | $344,572 |
| 2/9/2024 | PSUs | 17,043 | $743,423 |
| 2/9/2024 | RSUs | 7,304 | $318,610 |
Assumptions: Market values use $43.62 closing price on 12/31/2024 .
Vesting Schedules
- 2024 RSUs: One-third vests each Feb 14, 2025/2026/2027 .
- Inducement RSUs (granted 6/30/2023; aggregate $1,150,000): $400,000 vested immediately (6/30/2023), $400,000 on 7/31/2024, $350,000 scheduled 7/31/2025 .
Ownership Guidelines, Hedging/Pledging
- Executive stock ownership: CFO required ≥3× base salary; officers must retain 50% of net after-tax performance-based shares until in compliance; annual monitoring indicates officers meet or are on track .
- Prohibitions: No hedging, short sales, derivatives, margin purchases, or pledging of Company stock; pre-clearance required; blackout windows enforced .
Beneficial Ownership/Immediate Vest Eligibility
- RSUs that would vest within 60 days upon death/disability: 8,977 shares (including DERs) for Trpik .
Trading Arrangements
- Rule 10b5-1 trading plan adopted Nov 8, 2024; duration until Oct 31, 2025; up to 7,899 shares to be sold under the plan .
Section 16 Compliance:
- One Form 4 for Trpik (restricted stock award) was inadvertently filed late in 2024 (alongside other officers) .
Employment Terms
| Provision | Terms |
|---|---|
| Severance (no CIC) | Cash lump sum: 1× base salary (non-CEO NEOs); pro-rata target annual cash incentive; 12 months COBRA (double-trigger not applicable) . |
| Severance (CIC + qualifying termination within 24 months) | Cash lump sum: 2× (base salary + target ACI) for CFO; COBRA for 24 months; double-trigger required; no excise tax gross-ups . |
| Non-compete/Non-solicit | Required to receive severance; release of claims; confidentiality and non-disparagement covenants . |
| Rule of 75 | If age + service ≥75 and ≥5 years service, RSUs fully vest; PSUs eligible for full vesting based on performance despite early termination (non-cause) . |
| Clawbacks | Robust incentive compensation clawbacks for financial misstatements and misconduct . |
Estimated Value of Payments (assumed event date 12/31/2024):
| Scenario | Severance ($) | PSUs ($) | RSUs ($) | ACI ($) | Outplacement ($) | Total ($) |
|---|---|---|---|---|---|---|
| Involuntary Not for Cause | 1,100,155 | — | — | — | 25,000 | 1,125,155 |
| Termination Following CIC | 2,641,310 | 1,378,087 | 840,400 | — | 25,000 | 4,884,797 |
| Death/Disability | — | 682,391 | 454,599 | 421,854 | — | 1,558,844 |
Notes: COBRA duration by role detailed (24 months for CFO under CIC); equity values use $43.62 12/31/2024 stock price and forecast PSU payout assumptions .
Investment Implications
- Near-term selling pressure: A 10b5-1 plan permits sales up to 7,899 shares through Oct 31, 2025, and the final tranche of the 2023 inducement RSU ($350,000) vested on 7/31/2025, adding supply around scheduled dates .
- Alignment and retention: Strong alignment via 3× salary ownership requirement and prohibitions on pledging/hedging; double-trigger CIC protection with 2× cash multiple supports retention but limits windfalls; no excise tax gross-ups reduces governance risk .
- Pay-for-performance: LTI is majority PSUs tied to ROE/EPS/clean energy and relative TSR; 2025 shift to elevate TSR and remove ROE increases sensitivity to market-relative performance and decarbonization execution—key levers under CFO’s capital allocation and cost management purview .
- Execution risk: 2022–2024 relative TSR underperformance (9th percentile) constrained payouts despite strong clean energy/EPS metrics; delivering sustained EPS growth and TSR improvements will be critical to maximize future PSU outcomes .