Bruce Hauk
SJWAbout Bruce Hauk
Bruce A. Hauk is Chief Operating Officer of SJW Group and its operating subsidiaries since January 2023, and will assume the additional role of President effective July 1, 2025 . He previously served as Chief Corporate Development & Strategy Officer (Aug–Dec 2022), President of NextEra Water (May 2021–Aug 2022), and held multiple senior leadership roles at American Water, including President, Regulated Operations & Military Services Group and Deputy COO (2011–2021) . Company performance during his SJW tenure shows net income rising from $73.8M (2022) to $93.97M (2024) and adjusted diluted EPS increasing from $2.37 to $2.93, with cumulative TSR falling from 121.57 (2022) to 77.40 (2024) per SEC “Pay vs Performance” disclosures . On operations, Hauk highlighted world‑class non‑revenue water performance in California (~6% in 2024) and portfolio ~9% due to leak detection, asset management, and meter programs .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SJW Group | Chief Corporate Development & Strategy Officer | Aug 2022–Dec 2022 | Led corporate development and strategy integration across SJW’s portfolio . |
| SJW Group/SJWC/CTWS/TWC | Chief Operating Officer | Jan 2023–present | Operational leadership across all utility subsidiaries; improving non‑revenue water and efficiency . |
| SJW Group | President (in addition to COO) | Effective Jul 1, 2025 | Expanded leadership; retention RSU to secure continuity . |
| NextEra Water | President | May 2021–Aug 2022 | Led water utility investments and operations . |
| American Water | President, Regulated Ops & Military Services Group; Deputy COO | 2011–2021 (President role Mar 2020–Mar 2021; Deputy COO Mar 2021–Mar 2021) | Oversight of multi‑state regulated ops and DoD contracts; operational excellence at scale . |
| City of Westfield, Indiana | Deputy Mayor/Chief Administrative Officer; Town Manager/Director of Public Works | Prior to 2011 | Municipal operations, public works management . |
External Roles
No current public company board roles disclosed for Hauk in SJW filings. Prior municipal roles noted above .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 | 2025 (effective Jul 1, 2025) |
|---|---|---|---|---|
| Base Salary ($) | $162,692 (partial year) | $500,000 | $520,000 | $553,725 |
| Target Bonus (% of Salary) | — | 45% | 50% | 57.5% |
| Target Bonus ($) | — | $225,000 | $260,000 | $318,388 |
| Actual Annual Incentive ($) | $53,992 | $264,375 | $328,880 | — |
Notes:
- 2024 annual incentive reflected 81.5% of target for quantitative goals plus 45% for individual performance (for NEOs other than CEO) .
- 2025 appointment terms effective with expanded role on July 1, 2025 .
Performance Compensation
2024 Short‑Term Incentive Structure (applies to NEOs including Hauk)
| Metric | Weight | Threshold | Target | Maximum | Actual Attainment |
|---|---|---|---|---|---|
| Adjusted Diluted EPS (SJW Group) | 20% | $2.68 | $2.83 | $2.98 | $2.93 |
| Capital Additions (SJW Group) | 15% | $314.07M | $331.65M | $349.23M | $351.60M |
| Customer Satisfaction (Composite) | 10% | 82% | 85% | 88% | 83% |
| Employee Satisfaction (Composite) | 10% | 78% | 82% | 86% | 77.90% |
| Environmental Leadership – Water Quality | 10% | ≤3 citations | 0 citations | 0 citations + ≤2 monitoring/reporting violations | Target |
| OSHA Recordable Incident Rate | 10% | 3.3 | 2.5 | 1.5 | 3.8 |
| O&M Efficiency Ratio (Composite) | 10% | 38.64% | 36.70% | 34.75% | 37.60% |
| Strategic Goal (Brand/Comms) | 15% | — | — | — | Threshold |
Weighted total attainment was 81.5% of target for NEOs (other than SJWC President) plus up to 45% individual performance for non‑CEO NEOs; Hauk’s total payout equaled 126.5% of target, i.e., $328,880 .
2024 Long‑Term Incentive Grants (Hauk)
| Award Type | Grant Date | Target Shares | Max Shares | Grant‑Date FV ($) | Vesting / Performance |
|---|---|---|---|---|---|
| Service RSU | Jan 2, 2024 | 2,083 | — | 127,375 | 3 equal annual installments over 3 years; accel on death/disability/CIC if not assumed . |
| ROE PSU | Jan 23, 2024 | 1,648? (aggregate target shares for NEO described; Hauk specific target 824) | 2,472 | 95,485 | 3‑year average ROE (2024–2026); payout 0–150% of target; CIC target vesting rules . |
| rTSR PSU | Jan 23, 2024 | 713 | 2,850 | 88,749 | 3‑year rTSR vs water utilities and S&P small/mid utility peers; payout 0–200% of target; CIC target vesting rules . |
2022 PSU Outcomes (earned/vested in Feb 2025):
- ROE PSUs: 86.64% of target based on average ROE of 7.39%; Hauk vested 928 shares .
- rTSR PSUs: 62.5% of target; Hauk vested 669 shares; TSR methodology and peer ranking disclosed .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 5,188 shares; less than 1% of outstanding SJW shares . |
| Unvested/Deferred Equity | Excludes 16,150 RSUs/PSUs subject to performance/service vesting . |
| Ownership Guidelines | 1.5× base salary for NEOs; compliance required within 5 years; shares owned, Service RSUs and DSUs count . |
| Compliance Status | As of Dec 31, 2024, all named executive officers are in compliance with ownership guidelines . |
| Hedging/Pledging | Prohibited for directors/officers and certain employees; no pledging or margin accounts allowed . |
| Options | Company does not currently grant stock options or SARs; none outstanding for NEOs . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Executive Severance Plan (CIC) | Double‑trigger. If terminated without cause or resigns for good reason within 24 months of a CIC: cash severance = 3× base salary + 3× target bonus; RSUs/PSUs vest per CIC rules; COBRA continuation; enhanced SJWC Cash Balance SERP service credit; excise tax gross‑up applies for certain executives (excludes CEO and those joining plan after Oct 26, 2022) . |
| Potential CIC Package (Illustrative as of 12/31/2024) | For Hauk: Cash $2,340,000; Enhanced pension PV $130,862; COBRA $183,684; Accelerated equity $563,570; Excise tax gross‑up $1,686,608; Total ~$4.90M . |
| Termination without CIC | Not eligible for cash severance; equity accelerates per award terms; illustrative accelerated equity value $425,097 . |
| Change‑of‑Control Vesting | RSUs vest in full if not assumed; PSUs vest at target if not assumed; if assumed, service‑based vesting continues with target vesting at end or on qualified termination . |
| Clawback | Adopted Dec 1, 2023; recoupment of incentive compensation (including PSUs/RSUs) upon financial restatement . |
| Non‑Solicit | Required for severance eligibility (no inducing employees/representatives to leave) . |
| Insider Trading & Blackouts | Strict policy; blackout windows around quarter‑ends and other events; Rule 10b5‑1 plan requirements; hedging/pledging prohibited . |
| Pension Plans | Participates in SJWC Retirement Plan and SJWC Cash Balance SERP; PV of accrued benefits as of 12/31/2024: $39,523 (qualified) and $130,862 (supplemental); not vested in Cash Balance SERP yet . |
| 2025 Retention Award | RSU grant‑date values: $110,745 (Hauk); cliff‑vest two years from grant date; tied to promotions effective Jul 1, 2025 . |
Performance & Track Record
- Operational execution: Hauk reported California non‑revenue water ~6% (improved from 2023) and portfolio ~9%, driven by acoustic leak detection, asset management, and meter replacements .
- Financial performance (company‑wide): Net income rose to $93.97M (2024) from $84.99M (2023) and $73.83M (2022); adjusted diluted EPS increased to $2.93 (2024) from $2.76 (2023) and $2.37 (2022); cumulative TSR declined to 77.40 (2024) vs 121.57 (2022) .
- Say‑on‑pay support: 84% approval in 2024 .
Compensation Structure Analysis
- Mix and at‑risk pay: For 2024, Hauk’s target pay increased with higher short‑term incentive (50% of salary) while long‑term incentives maintained peer‑aligned PSU/RSU mix; SJW emphasizes PSUs (ROE and rTSR) to align with shareholder returns .
- Peer benchmarking and percentile: Compensation Committee targets total direct compensation between median and 75th percentile; NEO group positioned ~66th percentile in 2024, reflecting competitive labor markets and cost of living .
- Governance safeguards: No dividends on unvested equity; clawback policy; hedging/pledging ban; double‑trigger CIC; independent consultant (Mercer) advising peer group and pay design .
Investment Implications
- Alignment: High proportion of performance‑based PSUs tied to ROE and rTSR plus stringent ownership guidelines and hedging/pledging prohibitions support long‑term alignment .
- Retention and potential selling pressure: 2025 retention RSUs and existing service RSUs create near‑term vesting events (including a two‑year cliff grant), which can add episodic supply; however, mandatory ownership retention mitigates immediate selling .
- Severance economics: Generous CIC severance (3× cash) and excise tax gross‑up exposure for certain NEOs (including Hauk per illustrative table) are governance watch‑items that can reduce transaction friction but are often viewed as shareholder‑unfriendly .
- Execution signal: Demonstrated operational improvements in non‑revenue water and a balanced incentive framework focusing on EPS, capital deployment, safety, O&M efficiency and environmental compliance indicate disciplined operations; watch TSR underperformance vs peers embedded in PSU design for performance pay outcomes .