Harpreet Saluja

About Harpreet Saluja

Harpreet Saluja (age 56) is an incoming independent director nominee to the Primoris Services Corporation (NYSE: PRIM) board for the 2025 meeting. She is Executive Vice President of Corporate Strategy & Business Development at Ecolab (NYSE: ECL) and brings 30+ years of strategy, business development, and M&A experience; the board determined she is independent. Education: MBA, University of Michigan; Bachelor of Law and BA (Mathematics & Psychology), Punjab University, India. As of the record date (March 10, 2025), she reported no beneficial ownership of PRIM shares.

Past Roles

Organization	Role	Tenure	Committees/Impact
Eaton (NYSE: ETN)	Senior Vice President leading corporate strategy & global M&A; earlier executive roles in Corporate Development & Planning	1998–2024 (SVP 2013–2024)	Led strategy and global M&A for a large public manufacturer; deep finance and strategic planning experience
Tenneco Automotive	International business development and integration roles	1995–1998	Cross-border integration and BD expertise

External Roles

Organization	Role	Tenure	Committees/Impact
Ecolab (NYSE: ECL)	EVP, Corporate Strategy & Business Development	2024–present	Responsible for new ventures, M&A, and business development
First American Funds (U.S. Bancorp affiliate)	Independent Trustee	Not disclosed	Trustee experience includes service on audit and governance committees (trustee experience referenced)

Board Governance

Status at PRIM: Director nominee for 2025; independence affirmed by the board; committee assignments to be determined post‑election.
Committee architecture (2024): Audit (Chair: Mashinski); Compensation (Chair: Wagner); Nominating & Corporate Governance (Chair: McCallister); Strategy & Risk (Chair: Schauerman). All committees chaired by independent directors; 4 meetings per committee in 2024.
Attendance norms: In 2024, each director attended at least 75% of board/committee meetings (Saluja not on the 2024 board).
Independence and interlocks: Board states 88% independent; no interlocking relationships exist; independent lead director role in place (Lead Independent Director Stephen C. Cook).
Related-party controls: Written related‑party transaction policy; no related-party transactions requiring disclosure since Jan 1, 2024.
Risk/cyber oversight: Audit oversees cybersecurity; multi‑layered program; board and committees receive regular briefs.

Fixed Compensation

Director pay structure for independent directors (effective July 2024):

Component	Amount/Terms
Quarterly cash retainer	$25,000 per quarter
Quarterly stock grant	~$37,500 in common stock per quarter; one‑year holding period; shares issued under the 2023 Equity Incentive Plan
Chair/lead differentials	$120,000 (Chair of the Board); $30,000 (Lead Independent Director); $20,000 (Audit Chair); $15,000 (other committee chairs)
Pre‑July 2024 levels (for reference)	$22,500 cash and ~$32,500 stock per quarter; same chair fees
No options	Company has never issued stock options as director compensation; no outstanding director equity awards as of 12/31/24

Notes: Directors are reimbursed for meeting-related expenses. Upon election, Saluja would be eligible under this program.

Performance Compensation

Performance-linked elements in director pay	Status
Options, PSUs, performance-conditioned director equity	Not used; director compensation consists of cash retainers and time‑based stock (one‑year holding period); the company states it has never issued stock options as director compensation

Other Directorships & Interlocks

Entity	Role	Interlock/Conflict Notes
First American Funds (U.S. Bancorp affiliate)	Independent Trustee	Company discloses no board interlocking relationships; board determined Saluja is independent
Public company executive role: Ecolab	EVP	Board independence standards and related‑party policy apply; no related‑party transactions disclosed since Jan 1, 2024

Expertise & Qualifications

Strategy/M&A: 30+ years across Ecolab, Eaton, and Tenneco; led global M&A and corporate strategy at Eaton (2013–2024).
Finance and planning: Extensive finance and strategic planning background; trustee experience on audit and governance committees (trustee experience referenced).
Education: MBA (University of Michigan); Bachelor of Law and BA in Mathematics & Psychology (Punjab University, India).

Equity Ownership

Holder	Shares Beneficially Owned	% Outstanding	Notes
Harpreet Saluja	— (no shares reported as of March 10, 2025)	<1%*	Beneficial ownership table lists “—” for Saluja; company notes anti‑hedging policy and a director stock ownership requirement exists

Company denotes “” as less than 1% for individuals; Saluja reported no holdings (“—”). Anti‑hedging policy prohibits short sales and derivatives in PRIM by directors and officers; company highlights director stock ownership requirement (threshold not specified in the proxy text provided).

Governance Assessment

Strengths:
- Independence affirmed; no related‑party transactions disclosed; robust related‑party policy (Audit Committee approval required).
- Deep strategy and M&A expertise aligns with PRIM’s acquisitive and portfolio strategy overseen by the Strategy & Risk Committee.
- Strong governance infrastructure: fully independent committee chairs, lead independent director, director stock ownership requirement, clawback policy, and anti‑hedging policy.
Watch items / investor signals:
- New nominee with no 2024 attendance track record at PRIM; committee assignments TBD post‑election.
- No PRIM share ownership as of March 10, 2025; monitor future ownership buildup versus director stock ownership requirement.
- Concurrent executive role at Ecolab; board’s independence determination mitigates concerns, and no related‑party activity disclosed; continue to monitor for potential transactional overlaps and recusal practices.

RED FLAGS: None disclosed. No related‑party transactions; anti‑hedging policy in force; interlocks explicitly disclaimed by the company.