Cristina Garcia-Thomas
About Cristina A. Garcia-Thomas
Independent director of WEC Energy Group since 2021; age 55. She serves on the Corporate Governance Committee and is considered independent by the Board. Garcia-Thomas brings senior leadership experience in customer/community relations and human capital management from Advocate Health, including roles as Chief External Affairs Officer and later SVP & Chief Diversity, Equity and Inclusion Officer, and as President of the Advocate National Center for Health Equity.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Advocate Health (formerly Advocate Aurora Health) | SVP & Chief Diversity, Equity and Inclusion Officer | Dec 2022 – Aug 2024 | Oversight of DEI; human capital, community relations; governance exposure through executive leadership in a complex, regulated environment |
| Advocate Health (formerly Advocate Aurora Health) | Chief External Affairs Officer | Apr 2018 – Dec 2022 | Responsible for patient, employee and community partner experience; led community relations and charitable foundation |
| Advocate National Center for Health Equity | President | Dec 2022 – Aug 2024 | Led non-profit center innovating equitable health strategies |
External Roles
| Type | Organization | Role | Tenure |
|---|---|---|---|
| Public company board | — | None | — |
| Non-profit/academic | Advocate National Center for Health Equity | President | Dec 2022 – Aug 2024 |
Board Governance
- Independence: Independent director as determined by the Board.
- Committee assignments (2024): Corporate Governance Committee (member). The committee met 4 times in 2024 (chair: William M. Farrow III; members: Curt S. Culver, Cristina A. Garcia-Thomas).
- Board attendance: In 2024, the Board met 7 times; all directors attended >75% of meetings; average attendance exceeded 98.7%. Executive sessions were scheduled at every regularly scheduled Board and most committee meetings.
- Lead Independent Director: Thomas K. Lane.
- Context: 11 of 13 nominees are independent; independent Audit, Compensation, Finance and Governance Committees.
Fixed Compensation
| Component | Structure (Program) | 2024 Amount (Garcia-Thomas) |
|---|---|---|
| Annual cash retainer | $120,000, paid in $30,000 quarterly increments | $120,000 |
| Lead director fee | $30,000 (if applicable) | — (not applicable) |
| Committee chair fees | Audit $20,000; Compensation $20,000; Corporate Governance $15,000; Finance $15,000 | — (member only) |
| Meeting fees | None | None |
Performance Compensation
| Component | Structure | Garcia-Thomas (2024) |
|---|---|---|
| Annual equity retainer | $160,000 in restricted stock; vests one year from grant date; 2024 grants made Jan 2, 2024 | Stock awards reported at grant-date fair value $160,000 |
| Grant details | 2024 annual grant effective Jan 2, 2024; one-year vest | Granted with directors’ annual equity cycle |
| Performance metrics (director compensation) | None disclosed; director equity is time-based RS | None |
| Restricted stock outstanding | 1,954 RS shares at 12/31/2024; 1,693 RS shares at 1/31/2025 (post-vesting of 2024 grant and new 2025 grant) | 1,954 (12/31/2024) ; 1,693 (1/31/2025) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company directorships | None |
| Compensation Committee interlocks | Company disclosed no Compensation Committee interlocks or insider participation in 2024 |
Expertise & Qualifications
- Human capital management, DEI, customer/community relations; governance exposure through executive roles in a highly regulated health system serving WEC’s Wisconsin/Illinois footprint.
- Relevant to Corporate Governance Committee oversight (board composition/practices, related-party transaction policy review, director compensation with Compensation Committee).
Equity Ownership
| Item | Value |
|---|---|
| Shares beneficially owned (as of Jan 31, 2025) | 3,802 |
| Options exercisable within 60 days | — (none) |
| Total beneficial ownership (as of Jan 31, 2025) | 3,802 |
| Restricted stock outstanding (12/31/2024) | 1,954 shares |
| Restricted stock outstanding (1/31/2025) | 1,693 shares |
| Phantom stock units (director deferred comp) | 7,561 units (economic exposure; cash-settled) |
| Shares pledged as collateral | None (company-wide disclosure: none of the directors/NEOs’ shares are pledged) |
| Hedging/pledging policy | Hedging and pledging of company stock prohibited for directors and employees; limited trading windows and pre-clearance required |
| Director stock ownership guideline | Hold common stock or deferred stock units equal to 5x annual cash retainer within five years of joining the Board (directors may use deferred units to meet guideline) |
Note: Individual compliance status is not disclosed; Garcia-Thomas joined the Board in 2021 and is within the five-year compliance window.
Governance Assessment
- Strengths: Independent director with relevant human capital/community expertise; active on Corporate Governance Committee; strong attendance at the Board level (overall average >98.7%); no shares pledged; anti-hedging/pledging policy in place; no related-party transactions requiring disclosure; high say-on-pay support in 2024 (94.3%), suggesting shareholder alignment.
- Risks/Red Flags: None disclosed specific to Garcia-Thomas; no disclosed related-party transactions or conflicts; no overboarding (no other public company boards).
- Compensation alignment: Director pay blends cash ($120,000) and time-based equity ($160,000) with a stock ownership guideline (5x cash retainer) to align with shareholders; ability to defer fees into phantom stock enhances alignment.