Norman P. Becker
About Norman P. Becker
Norman P. Becker, age 69, has served on TXNM’s Board since 2016 and is the Lead Independent Director since January 1, 2021. He is the retired President and CEO of New Mexico Mutual Casualty Company and brings 30+ years in insurance and health care, including CEO roles at Blue Cross Blue Shield of New Mexico and leadership at Lovelace Health System; he holds a Master of Health Administration from the University of Colorado . He is independent under NYSE standards and TXNM’s Corporate Governance Principles .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| New Mexico Mutual Casualty Company | President & CEO (retired) | Retired March 31, 2021 | Led insurer; significant regulated-industry leadership |
| Blue Cross Blue Shield of New Mexico (BCBS Plans) | President & CEO | 20 years with BCBS plans; last 7 years as President & CEO of BCBS NM | Multi-stakeholder management; financial/operational oversight |
| Lovelace Health System | President | Not disclosed | Hospital/health system leadership |
| Manuel Lujan Agencies | Senior Vice President | Not disclosed | Insurance agency leadership |
External Roles
| Organization | Role | Status |
|---|---|---|
| Presbyterian Healthcare Systems | Chair, Board of Directors | Current |
| Greater Albuquerque Chamber of Commerce | Past Chair | Past |
| United Way of Central New Mexico; National Hispanic Cultural Center; Albuquerque Hispano Chamber of Commerce; NM Hospitals and Health Systems Association; Blue Cross and Blue Shield Association; First Community Bank Advisory Board; Bank of Albuquerque Community Board | Various leadership/board roles | Past/Current (community/public interest) |
Board Governance
- Independence: Board affirms independence of all non-employee directors; committees are entirely independent .
- Lead Independent Director: Elected by independent directors; duties include approving agendas/schedules, chairing executive sessions, coordinating committee coverage, retaining independent advisors, facilitating Board/committee self-evaluations, and serving as liaison to shareholders; stipend $30,000 annually .
- Board attendance: In 2024, the Board met seven times; all incumbent directors attended 94% of Board and committee meetings; all directors attended the 2024 annual meeting .
- Committees and chair roles:
- 2024 membership (selected): Compensation & Human Capital; Finance; Lead Independent Director .
- 2025 confirmed membership: Compensation & Human Capital; Finance; Lead Independent Director; committee chairs confirmed Feb 25, 2025 (Becker is not a committee chair) .
| Year | Audit | Nominating | Finance | Compensation & HC | Lead Independent Director |
|---|---|---|---|---|---|
| 2024 | — | — | Member | Member | Yes |
| 2025 | — | — | Member | Member | Yes |
Fixed Compensation
| Component (Director) | Amount | Detail |
|---|---|---|
| Annual cash retainer (2024) | $105,000 | Paid quarterly |
| Lead Independent Director retainer (2024) | $30,000 | Paid quarterly |
| Board meeting fees (2024) | $3,000 | $1,500 per meeting above eight; Becker total $3,000 |
| Committee chair fees | N/A for Becker | Chair fees $15,000 in 2024; Becker not a chair |
| Equity award (2024) | $135,000 | Restricted stock rights (RSRs), 3,568 units granted June 4, 2024; grant-date price $37.84; vest around May 2025 |
| Total director compensation (2024) | $273,000 | Fees $138,000 + Stock awards $135,000 |
- 2025 adjustments: Annual cash retainer increased to $115,000; Audit Chair retainer to $20,000; annual RSR market value to $145,000 (lead director retainer not specified as changed) .
Performance Compensation
- Directors do not have performance-based pay; equity is time-based restricted stock rights (no options; no performance metrics tied to director pay) .
- As Compensation & HC Committee member, Becker oversees NEO performance pay. 2024 corporate scorecard outcomes:
| Goal | Weight | Threshold | Target | Maximum | 2024 Result | Weighted Result |
|---|---|---|---|---|---|---|
| Incentive EPS | 60% | ≥$2.65/share | ≥$2.70/share | ≥$2.80/share | $2.74/share (140% multiplier) | 84.0% |
| Customer Satisfaction (PNM survey) | 13% | 7.4 | 7.5 | 7.8 | 7.4 (50% multiplier) | 6.5% |
| Customer Satisfaction (TNMP REP survey) | 7% | 4.0 | 4.3 | 4.7 | 4.5 (150% multiplier) | 10.5% |
| Reliability (SAIDI weighted) | 20% | 109 | 104 | 98 | 122 (0% multiplier) | 0% |
| Aggregate payout vs target | — | — | — | — | 101% of target | 101% |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None listed for Becker |
| Shared directorships with TXNM competitors/suppliers/customers | None disclosed; no related person transactions since Jan 1, 2024 |
| External non-profit/academic boards | See External Roles above (healthcare/community) |
Expertise & Qualifications
- Leadership and strategy; finance/capital allocation; financial literacy; risk management; regulated industry; customer/community engagement; labor/human capital; environmental/sustainability exposure .
- Health care and insurance domain depth; extensive community leadership ties in TXNM’s service area .
Equity Ownership
| Holder | Shares Held | Right to Acquire within 60 Days | Total Beneficial Ownership | % of Outstanding | Deferred RSRs |
|---|---|---|---|---|---|
| Norman P. Becker | 21,810 | 3,568 | 25,378 | <1% | — |
- Director stock ownership guidelines: 5x annual cash retainer; hold 100% of vested RSRs until guideline met; directors have met or are expected to meet guidelines .
- Hedging and pledging prohibited for directors and officers under Insider Trading Policy .
Governance Assessment
- Strengths:
- Independent Lead Director with defined authority, executive sessions at each regular Board meeting, and oversight of agendas/schedules improves board effectiveness .
- No related-party transactions requiring disclosure; robust related person transaction policy; prohibition of hedging/pledging and clawback framework reduce alignment risks .
- High attendance (94%) supports engagement; committees entirely independent .
- Clear director ownership guidelines and annual equity grants align financial interests with shareholders .
- Potential watch items:
- Combined Chair/CEO structure relies on Lead Independent Director for counterbalance; Board defends structure as effective with independent oversight and frequent executive sessions .
- No current public company board interlocks for Becker, reducing external information flow but also limiting potential conflict risk .
Overall, Becker’s profile reflects strong independence, community and regulated-industry experience, active committee service (Compensation & HC and Finance), and meaningful equity alignment; no conflicts or related-party exposures are disclosed .