Marie Oh Huber
PORTLAND GENERAL ELECTRIC CO /OR/About Marie Oh Huber
Independent director at Portland General Electric (PGE) since 2019; age 63. She is Chair of the Nominating, Governance & Sustainability Committee and a member of the Compensation, Culture & Talent Committee, with a post-2025 rotation to the Audit & Risk Committee approved by the Board. Background: 30+ years as a legal and business executive in large global tech companies; BA in Economics (Yale) and JD (Northwestern Pritzker School of Law). The Board classifies her as independent under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| eBay Inc. | SVP & Chief Legal Officer | 2015–2024 | Led global legal, regulatory, public policy; C‑suite leader advising boards; broad governance, ERM, M&A, privacy/cyber oversight |
| Agilent Technologies | SVP & General Counsel; also oversaw communications, regulatory, QA, govt. affairs, philanthropy | 2009–2015 | Enterprise legal, policy, comms and regulatory leadership |
| Hewlett‑Packard Company | Legal leadership roles | Not disclosed | Corporate legal roles at scale tech enterprise |
External Roles
| Organization | Role | Status / Notes |
|---|---|---|
| Stanford Rock Center for Corporate Governance | Fellow | Current |
| Yale University | University Council | Current |
| Northwestern Pritzker School of Law | Law Board | Current |
| James Campbell Company LLC | Director | Former |
| Adevinta | Director | Former |
| Silicon Valley Community Foundation | Board member | Former |
Board Governance
- Independence: Board determined all directors other than the CEO are independent; committees are fully independent. Huber is independent; Board has an independent Chair.
- Committees: Chair, Nominating/Governance & Sustainability; Member, Compensation, Culture & Talent. Post‑2025 Meeting rotation: leaving Compensation to join Audit & Risk.
- Attendance/engagement: Each director attended ≥75% of meetings; nominees collectively 100% attendance; eight Board meetings and seven executive sessions in 2024.
- Board structure & refreshment: Independent Board Chair; active refreshment with retirement at 75 and typical 12‑year tenure limit unless Board determines otherwise.
- Ownership alignment: Non‑employee director stock ownership guideline = 5x annual cash retainer; all directors meet or are on track. Short sales/hedging/pledging prohibited.
- Compensation committee interlocks: None in 2024.
- Shareholder feedback signal: 98% support on 2024 say‑on‑pay (advisory vote), indicating strong investor confidence in compensation governance overseen by the Compensation Committee (of which Huber was a member).
Fixed Compensation (Director)
- 2024 Director Compensation structure:
- Annual Board cash retainer: $70,000; Board Chair retainer: $125,000
- Committee membership fee: $20,000 per committee
- Committee chair fees: Audit & Risk $20,000; Finance & Operations $20,000; other standing committee chairs $15,000 (covers Nominating/Governance)
- Equity: Annual RSU grant with grant‑date value $145,000; fully vested at grant; pro‑rated for mid‑year appointments
- No meeting fees; eligible expense reimbursement; pre‑2019 appointees may defer cash under the 2006 Outside Directors’ Deferred Compensation Plan (Moody’s + 50 bps credited rate)
| Item | Amount ($) | Source |
|---|---|---|
| Annual Board cash retainer | 70,000 | |
| Committee membership fee (per committee) | 20,000 | |
| Chair fee – Nominating/Governance (other active standing committee chairs) | 15,000 | |
| Annual RSU grant (grant‑date value) | 145,000 |
- 2024 Actual (Marie Oh Huber):
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 121,250 | 144,983 | 266,233 |
| Source: 2024 Director Compensation Table. |
Notes:
- RSUs to directors vest at grant; no performance conditions.
Performance Compensation
- Directors at PGE do not receive performance‑conditioned equity or cash incentives; the annual RSU grant is time‑based and fully vested at grant for directors. No director performance metrics disclosed/applicable.
Other Directorships & Interlocks
| Company | Type | Role | Interlock / Conflict Notes |
|---|---|---|---|
| Other current public boards | — | None (POR table lists 0) | No disclosed interlocks with management of other entities |
| Prior public/private boards | Adevinta; James Campbell Company LLC | Director (former) | No related‑party transactions disclosed with PGE |
Expertise & Qualifications
- Skill areas tagged for Huber on the Board’s skills matrix include corporate governance, customer experience, environmental & sustainability, finance & accounting, human capital & culture, industrial/utility operations, infrastructure development, innovation & transformation, regulatory & public policy, risk & compliance, senior leadership, strategic planning/M&A, and technology/cybersecurity.
- Biography highlights enterprise risk management, M&A, corporate governance, regulatory, compliance, privacy, and cybersecurity leadership at large public tech companies.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Marie Oh Huber | 15,342 | <1% | Includes common stock units and accrued dividend equivalents; as of Feb 18, 2025 (record date) |
Policy and controls:
- Director stock ownership guideline: 5x annual cash retainer; all directors meet or are on track. Hedging and pledging of company stock are prohibited under the Insider Trading Policy.
Insider Trades (Form 4)
| Transaction Date | Filing Date | Type | Shares | Price ($) | Post-Transaction Ownership | Link |
|---|---|---|---|---|---|---|
| 2025-07-18 | 2025-07-21 | Award (A) | 3,873 | 40.02 | 19,215 | https://www.sec.gov/Archives/edgar/data/784977/000078497725000114/0000784977-25-000114-index.htm |
| 2024-07-19 | 2024-07-22 | Award (A) | 3,128 | 46.35 | 15,342 | https://www.sec.gov/Archives/edgar/data/784977/000078497724000114/0000784977-24-000114-index.htm |
| Source: Insider-trades skill (Form 4 data). Both transactions are director equity awards (common stock/RSU) with updated beneficial ownership. |
Governance Assessment
- Strengths
- Independent committee leadership and Board Chair; Huber chairs the governance committee and will add audit oversight exposure after the 2025 meeting—broadening risk and financial oversight breadth.
- Strong attendance and engagement culture (100% collective attendance in 2024; frequent executive sessions).
- Robust ownership alignment (5x retainer guideline) with prohibitions on hedging and pledging; director equity grants align with shareholder value without encouraging short‑termism.
- No compensation interlocks; no related‑party transactions disclosed; formal related‑person policy overseen by Huber’s committee.
- Positive investor signal via 98% say‑on‑pay support in 2024 for NEOs; as a Compensation Committee member in 2024, Huber was part of the oversight that earned strong support.
- Watch items / potential flags to monitor
- Concentration of committee leadership/rotations: ensure workload balance as Huber transitions from Compensation to Audit & Risk while chairing Governance.
- Director compensation increased in 2024 to align with market; while reasonable, continued benchmarking transparency is important.
- Director equity awards are fully vested at grant; although common for directors, investors often prefer holding/retention or post‑vesting holding periods—mitigated by ownership guidelines and trading restrictions.
No red flags identified regarding attendance shortfalls, related‑party transactions, pledging/hedging, or committee interlocks. Huber’s background in legal, regulatory, and cybersecurity strengthens Board oversight in key utility risk areas.
Citations
- Board composition, roles, skills, bio, independence, attendance, committees, rotations:
- Director compensation structure and 2024 director compensation table:
- Ownership guidelines and insider trading (hedging/pledging) prohibitions:
- Beneficial ownership (shares and %):
- Related‑person transaction policy:
- Say‑on‑pay support (2024):
- Insider trades (Form 4):