Maria Green
About Maria Green
Independent director since 2019; age 72; serves on WEC’s Audit and Oversight Committee and Finance Committee, with independence affirmatively determined by the Board. Former Senior Vice President and General Counsel at Ingersoll Rand (2015–June 2019), with 18 years at Illinois Tool Works; brings deep corporate governance, sustainability oversight, enterprise risk management, and investor engagement experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ingersoll Rand plc | Senior Vice President & General Counsel | 2015–June 2019 | Led legal, governance, and sustainability oversight; investor engagement |
| Illinois Tool Works | Senior legal/business leadership; Corporate Secretary at public companies | 18 years (dates not disclosed) | Strategic planning, acquisitions, ERM, governance; Chicago community insight |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Tennant Co. | Director | Since 2019 | Not disclosed |
| Littelfuse Inc. | Director | Since 2020 | Not disclosed |
| Fathom Digital Manufacturing | Director | 2021–June 2024 (no longer public as of June 3, 2024) | Not disclosed |
Board Governance
- Committees: Audit and Oversight; Finance (not a committee chair) .
- Independence: Board affirmed Maria Green’s independence (along with most directors) .
- Attendance and engagement: Board met 7 times in 2024; all directors exceeded 75% attendance with average >98.7% . Executive sessions for non-management directors are held at every regular Board and most committee meetings .
- Lead Independent Director and practices: Board has an Independent Lead Director with defined duties (agenda review, executive sessions, liaison functions) and conducts annual board and committee evaluations .
- Stockholder engagement: Management and Board engaged with holders representing ~50% of outstanding shares in 2024 on strategy, compensation, and ESG topics .
- Related-party/conflicts: Corporate Governance Committee oversees a robust related-party policy; no related-party transactions requiring disclosure since Jan 1, 2024 .
- Time commitments: WEC guidelines limit directors to four public company boards (including WEC); Maria’s current public boards (Tennant, Littelfuse) are within policy .
- Director stock ownership guideline: 5× annual cash retainer to be met within five years of joining the Board; compliance status for Maria not disclosed .
Fixed Compensation
| Element | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $120,000 | Paid quarterly; increased from $110,000 effective Jan 1, 2024 |
| Committee Membership Fees | None | Only committee chair fees paid (Audit $20k; Comp $20k; Governance $15k; Finance $15k) |
| Committee Chair Fees | N/A | Maria Green is not shown as a chair |
| 2024 Cash Received | $120,000 | Maria Green’s “Fees Earned or Paid in Cash” |
Performance Compensation
| Element | Grant Value / Shares | Vesting / Terms | 2024 Reported |
|---|---|---|---|
| Annual Restricted Stock (Directors) | $160,000 | Vests one year from grant date | Maria Green: $160,000 “Stock Awards” |
| Restricted Stock Shares Held (as of Dec 31, 2024) | 1,954 shares | Annual director grant; one-year vest | Program-wide figure (exception: Chair not granted in 2024) |
| Options | None | — | Maria Green: $0 options |
| Deferred Compensation Eligibility | Plan allows deferral of cash fees to phantom stock or prime rate fund | Unsecured, cash-settled; accrues based on chosen measurement fund | Plan availability |
Other Directorships & Interlocks
| Company | Relationship to WEC | Notes |
|---|---|---|
| Tennant Co.; Littelfuse Inc.; Fathom Digital Manufacturing | No reported WEC related-party transactions | WEC reports no related-party transactions since Jan 1, 2024 |
Expertise & Qualifications
- Corporate governance, sustainability oversight, environmental compliance, and investor engagement; strategic planning, acquisitions, ERM, and shareholder relations; deep Chicago regional insight relevant to WEC’s service territories .
Equity Ownership
| Holding | Amount | Notes |
|---|---|---|
| Shares Beneficially Owned | 1,779 | As of Jan 31, 2025 |
| Restricted Stock (included in “Shares Owned”) | 1,693 | Director-level restricted shares held; included in beneficial ownership |
| Phantom Stock Units (deferred comp) | 8,968 units | Under directors’ deferred compensation plan; cash-settled |
| Pledged Shares | None | WEC states none of directors’ shares are pledged |
| Ownership Guidelines | 5× cash retainer ($120k) | Must be met within five years; individual compliance not disclosed |
Insider Trades (Form 4)
Governance Assessment
- Board effectiveness: Maria’s Audit and Oversight and Finance committee roles align with risk oversight, financial reporting integrity, capital structure, and financial risk management responsibilities outlined in committee charters .
- Independence and conflicts: Independence affirmed; no related-party transactions disclosed; none of her shares are pledged; insider trading policy applies to directors with pre-clearance and trading windows .
- Alignment: Director compensation mix is balanced (cash retainer plus equity that vests annually); directors must meet stock ownership guidelines (5× retainer) to strengthen alignment—individual compliance not disclosed .
- Attendance and engagement: High board attendance (>98.7% average) and regular executive sessions; demonstrated investor engagement across ~50% of outstanding shares in 2024 .
- Say-on-Pay context: Strong support (94.3% approval) in 2024 suggests investor confidence in compensation governance broadly, though focused on NEOs .
- RED FLAGS: None observed — no pledging; no related-party transactions; independence affirmed; time commitments within WEC’s board-limit policy .