Dale Lebsack
About Dale Lebsack
Dale E. Lebsack is Chief Fossil Officer at Talen Energy, overseeing ~10 GW of fossil generation and serving as President of Talen Montana; he has held the role since June 2023 and joined Talen in 2015 via the RJS Power acquisition . He is 49 and holds a B.S. in Mechanical Engineering from the Georgia Institute of Technology . His track record includes leading technical planning and permitting for a $1.2B repowering of three ERCOT plants and diligence for PJM portfolio acquisitions, alongside prior plant-level roles at Duke Energy North America and Entergy . Within his tenure context, Talen’s 2024 Adjusted EBITDA was $770 million and GAAP net income was $1,013 million; company TSR from Nasdaq listing (7/10/2024) to year-end implied $158.02 per $100 invested, framing a strong performance backdrop for executive incentives .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Talen Energy | Chief Fossil Officer | Jun 2023–present | Leads ~10 GW fossil fleet; operational execution and reliability across ERCOT, PJM, Northeast |
| Talen Energy | Senior Vice President, Fossil Operations | Mar 2022–Jun 2023 | Fleet operations leadership; performance and safety oversight |
| Talen Energy | Business Unit Leader (Montana, ERCOT, Northeast) | Dec 2020–Mar 2022 | Multiregional P&L leadership, asset optimization |
| Talen Energy | President, Talen Montana | Not specified | Division leadership; stakeholder and regulatory engagement |
| RJS Power (affiliates) | Asset Mgmt, Project Dev., Plant Ops, EHS | Pre-2015–2015 | Led $1.2B ERCOT repowering permitting and PJM portfolio diligence |
| Duke Energy North America; Entergy | Plant-level positions | Not disclosed | Operational execution and plant reliability |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed | — | — | No external boards or public company roles disclosed |
Fixed Compensation
- Company approach: Base salary reflects responsibilities, experience, and market benchmarks set by the Compensation Committee; specific base salary for Mr. Lebsack is not disclosed in the proxy .
- Benefits: Executives receive standard benefits (health, 401(k) with match and discretionary contributions, life/disability, HSA, and up to $15,000 executive financial advisor allowance) .
Performance Compensation
Company short-term and long-term incentive frameworks that drive executive pay-for-performance; individual targets/payouts for Mr. Lebsack are not disclosed.
Annual Short-Term Incentive (STI) Program – 2024 Metrics and Outcomes
| Metric | Weight | Threshold (50%) | Target (100%) | Maximum (200%) | Actual 2024 | Notes |
|---|---|---|---|---|---|---|
| Lost Time Incident Rate (Safety) | 20% | 0.5 | 0.3 | 0.1 | 0.096 | Lower is better; safety performance above maximum |
| Equivalent Forced Outage Factor | 20% | 4.76% | 3.17% | 2.54% | 2.24% | Lower is better; fleet availability above maximum |
| Adjusted EBITDA ($mm) | 30% | $512 | $640 | $767 | $770 | Financial performance above maximum |
| Adjusted Free Cash Flow ($mm) | 30% | $120 | $171 | $223 | $283 | FCF above maximum |
- The Compensation Committee certified 200% corporate performance achievement for 2024 under the STI Program; NEO payouts also reflected individual multipliers, but Mr. Lebsack’s individual payout is not disclosed .
Long-Term Incentives – Structure and Hurdles
- 2023 RSUs/PSUs: RSUs vest over three years; PSUs vest at 0–200% based on “Adjusted Equity Value” on the third anniversary, with hurdle levels and a 1% market cap “kicker” above maximum; sale/transfer of vested shares restricted until earlier of change-in-control or three years from vesting commencement .
- 2024 settlement decision: RSUs that vested in 2024 for NEOs were settled in cash to align liquidity with shareholder tender offer/repurchases; Committee does not anticipate repeating this treatment .
- 2025 RSUs/PSUs: 2-year cliff vesting RSUs; PSUs with steeper per-share hurdles and a 3% market cap “kicker” above maximum; pro-rata vesting and change-in-control treatment detailed below .
2023 PSU Hurdle Table
| Performance Level | Adjusted Equity Value per Share | Earned PSUs (% of Target) |
|---|---|---|
| Threshold | $42.35 | 0% |
| Target | $52.52 | 100% |
| Maximum | $73.69 | 200% |
| Above Maximum | >$73.69 | Additional 1% of market cap allocated as incremental Earned PSUs among execs |
2025 PSU Hurdle Table
| Performance Level | Adjusted Equity Value per Share | Earned PSUs (% of Target) |
|---|---|---|
| Below Threshold | <$247.20 | 0% |
| Threshold | $247.20 | 50% |
| Target | $259.11 | 100% |
| Maximum | $271.31 | 200% |
| Above Maximum | >$271.31 | Additional 3% of market cap allocated as incremental Earned PSUs among execs |
Equity Ownership & Alignment
- Personal beneficial ownership: Not disclosed for Mr. Lebsack; the proxy enumerates NEOs/directors and “all directors and executive officers as a group” but does not provide an individual line for Mr. Lebsack .
- Stock ownership guidelines: CEO 5x base salary; other executive officers 3x base salary; unvested RSUs/PSUs count; holding restrictions from 2023 grants expected to support compliance over time .
- Hedging/pledging: Company policy prohibits hedging, short sales, transactions in publicly traded options, margin accounts, and pledging of company securities; imposes blackout windows and Rule 10b5‑1 compliance requirements for insiders .
- Insider selling pressure mitigants: 2024 RSU cash settlement decision (for NEOs) in light of tender/repurchases reduced potential forced selling; holding restrictions further temper near-term sell pressure .
Employment Terms
- Employment agreement details for Mr. Lebsack are not disclosed; the Company uses three-year employment agreements for NEOs with non-compete and non-solicit during employment and for 12 months thereafter, plus confidentiality and non‑disparagement; severance (for NEOs) typically equals 1x salary+target bonus (CEO 2x), with specific equity acceleration and change-in-control provisions; definitions of Cause/Good Reason/Disability are standard and detailed in the proxy .
- Clawback: Nasdaq-compliant clawback policy recovers excess incentive compensation received in the prior three fiscal years if a restatement is required; covers current and former executive officers .
Compensation Peer Group
| Peer Companies (FY2024) |
|---|
| The AES Corporation; ALLETE, Inc.; Alliant Energy Corporation; Avista Corporation; Black Hills Corporation; CenterPoint Energy, Inc.; CMS Energy Corporation; Constellation Energy Corporation; First Solar, Inc.; IDACORP, Inc.; NorthWestern Corporation; NRG Energy, Inc.; OGE Energy Corp.; Pinnacle West Capital Corporation; Portland General Electric Company; PPL Corporation; TXNM Energy, Inc.; Vistra Corp. |
Say‑on‑Pay & Shareholder Feedback (2025 Annual Meeting)
| Proposal | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| 2024 NEO Compensation (Advisory) | 34,207,624 | 3,002,189 | 201,340 | 2,743,217 |
| Frequency of Advisory Vote | 36,722,621 (1 year) | 8,723 (2 years) | 486,155 (3 years) | 193,654 (abstain) |
Performance Context & Track Record
- Fossil fleet leadership: Multi‑region asset leadership (Montana, ERCOT, Northeast) and operational oversight positions indicate focus on safety, uptime, and cost discipline consistent with STI metrics (safety, forced outage factor) .
- Transactional execution: Led permitting for $1.2B ERCOT repowering and diligence for PJM acquisitions, signaling value‑creation capability in complex technical/regulatory environments .
- Company performance backdrop: 2024 Adjusted EBITDA $770mm; net income $1,013mm; uplisting to Nasdaq in July 2024 and robust TSR to year‑end provide supportive context for incentive realizability and retention focus .
Risk Indicators & Red Flags
- Pledging/hedging: Prohibited by policy, reducing misalignment and margin call risk .
- Option repricing: Company does not currently grant option-like instruments; no repricing policy required; no options outstanding as of 12/31/2024 .
- Liquidity and selling pressure: 2024 RSU cash settlement for NEOs reduced selling pressure amid tender/repurchases; one‑time event not expected to recur .
- Related party transactions: Significant repurchases from Rubric Capital were Board/Audit Committee approved under policy; governance processes noted .
Investment Implications
- Alignment: Safety and availability metrics in STI (20% each) plus Adjusted EBITDA/FCF (60% combined) anchor pay to operational reliability and cash generation—directly relevant to Mr. Lebsack’s fossil fleet remit even though his individual targets/payouts aren’t disclosed .
- Retention: Two‑cycle LTI design (2023 three‑year RSUs/PSUs with holding restrictions; 2025 two‑year cliff RSUs/PSUs) enhances retention through May 2026 and February 2027, decreasing voluntary departure risk among senior operators .
- Selling pressure/pledging risk: Prohibitions on hedging/margin/pledging, blackout windows, and 10b5‑1 controls reduce adverse trading signals and alignment concerns; 2024 cash RSU settlement likely reduced forced selling during buybacks .
- Execution focus: Mr. Lebsack’s history with large‑scale repowerings and portfolio diligence supports value‑creation in capital‑intensive operations; continued focus on lowering forced outage and improving FCF favors bonus payout sustainability if company performance remains strong .