Alex Hernandez
About Alex Hernandez
Alejandro “Alex” Hernandez, age 47, has served as an independent director of Target Hospitality Corp. since 2023, and is a member of the Audit and Compensation Committees . He brings 20+ years across power, utilities, renewables, nuclear, industrials, and data center infrastructure, including prior roles as CEO and director of Talen Energy and CEO of Cumulus Data, CFO of TerraForm Power, and ~10 years at Goldman Sachs (joined in 2005) . He holds a BA from Rice University, a BS from the London School of Economics (general course), and an MBA from Columbia University; the Board cites his finance, reporting, strategy, forecasting, and M&A experience as valuable to the Board and Audit Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Talen Energy Corporation | President, CEO, and Director | Nov 2021 – May 2023 | Led competitive power company; founded and led Cumulus Data; deep finance/reporting/strategy/M&A expertise recognized by TH Board |
| Cumulus Data, Inc. (Talen subsidiary) | Chief Executive Officer | Within Talen tenure | Built data center business; strategic growth and infrastructure execution |
| TerraForm Power Inc. | Chief Financial Officer | 2014 – 2015 | Transaction experience; company later sold to Brookfield Renewable Partners L.P. |
| Goldman Sachs & Co. | Managing Director (joined 2005) | ~10 years (joined 2005) | Finance and capital markets expertise; M&A/strategy foundation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Electric Reliability Council of Texas, Inc. (ERCOT) | Director (Other Select Directorship) | Not disclosed | Energy reliability oversight; relevant sector experience |
Board Governance
- Independence: The Board affirmatively determined Hernandez is independent under Nasdaq and company guidelines . Audit and Compensation Committees are fully independent; Audit has more than one financial expert (Jimmerson named) .
- Committee assignments: Audit (member), Compensation (member); not Chair .
- Board/committee activity: 2024 meetings—Board 14 (85% attendance overall), Audit 4 (88%), Compensation 5 (90%), Nominating & Corporate Governance 3 (89%) .
- Executive sessions: Regular sessions of non-management and independent directors; 71% of directors attended the 2024 annual meeting .
- Risk oversight: Audit oversees financial reporting, internal controls, technology, AI, cybersecurity, and related-party transactions; Compensation oversees executive pay design, recovery policy, succession, human capital .
- Governance practices: Separate Chair/CEO, majority voting policy, independent comp consultant, stock ownership guidelines, no pledging/hedging, no tax gross-ups, no single-trigger CIC .
Fixed Compensation
| Component (2024) | Structure | Amount (Alex Hernandez) |
|---|---|---|
| Annual cash retainer | All other non-exec directors: $80,000 through May 22, 2024; $90,000 beginning May 23, 2024 | Fees earned in cash: $86,667 |
| Committee chair fees | Audit $25,000; Compensation $25,000; Nominating & Corporate Governance $25,000 (chairs only) | Not applicable (not a chair) |
| Special Committee fees | One-time $20,000; Monthly $10,000; Chair one-time $30,000; monthly $15,000 (if applicable) | Not disclosed for Hernandez |
| Other | Reimbursement of reasonable expenses | — |
Total 2024 Director Compensation (Hernandez): $198,873, comprised of $86,667 cash and $112,206 stock award; no “All Other Compensation” .
Performance Compensation
| Grant | Type | Grant Date | Units/Value | Vesting | Deferral Election |
|---|---|---|---|---|---|
| Annual director equity (2024) | RSUs | May 23, 2024 | 9,965 RSUs; grant date fair value $112,206 (closing price $11.26 x 9,965) | Vests on earlier of the next Annual Meeting or 12 months from grant | Hernandez did not elect to defer settlement; most other non-exec directors did |
Notes:
- RSU sizing based on 10-day VWAP .
- Company currently does not grant new stock options/SARs; equity grants typically RSUs/PSUs for executives, with option-like instruments not used in current practice .
Other Directorships & Interlocks
| Company/Entity | Public/Private | Role | Potential Interlock/Conflict |
|---|---|---|---|
| ERCOT | Non-profit grid operator | Director | No related-party transactions disclosed involving Hernandez; Audit Committee reviews related-party matters |
Expertise & Qualifications
- Skills matrix: Leadership, Operations, Corporate Governance, Safety, Finance/Risk Management, Financial Expertise/Literacy, Strategy, M&A, HR/Talent .
- Education: BA (Rice), BS general course (LSE), MBA (Columbia) .
- Board rationale: Finance, reporting, strategic planning, forecasting, and M&A capabilities add value to Board and Audit Committee .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notable Footnotes |
|---|---|---|---|
| Alex Hernandez | 16,840 | * (less than 1%) | Includes 9,965 shares receivable within 60 days via RSU settlement ; no pledged shares per company disclosure |
Additional alignment practices:
- Stock ownership guidelines for directors expressed as a multiple of annual cash retainer; 5-year compliance window (shares counted include outright ownership, time-based RSUs; PSUs/options excluded) .
- Prohibition on hedging/pledging for directors and Section 16 officers .
Governance Assessment
- Positive signals:
- Independence affirmed; committee memberships on Audit and Compensation align with his finance and M&A background .
- Robust governance framework: independent comp consultant (FW Cook), recovery policy, majority voting, executive sessions, no hedging/pledging, and ownership guidelines .
- Transparent director pay structure; modest cash retainer and annual RSUs with short vesting linked to service; no options or tax gross-ups; no single-trigger CIC .
- Monitoring areas:
- Beneficial ownership is modest (16,840 shares including pending RSU settlement); continued progress toward director ownership guideline compliance should be monitored (Company enforces 5-year window) .
- Majority ownership by TDR Capital influences Board composition generally; however, Hernandez is affirmed independent, and related-party transactions are subject to Audit Committee oversight .