Daniel J. Hilferty
Essential UtilitiesAbout Daniel J. Hilferty
Daniel J. Hilferty, age 68, is the Lead Independent Director of Essential Utilities (WTRG) and has served on the board since 2017. He is Chairman and CEO of Comcast Spectacor (since Feb 2023) and Governor of the Philadelphia Flyers (since July 2023), with prior leadership roles across health insurance and public policy (Independence Health Group President/CEO 2010–2022; AmeriHealth Mercy CEO 1996–2009), bringing deep regulatory, M&A, and C‑suite expertise to the board . He is independent under NYSE standards and holds defined Lead Independent Director authorities including agenda approval, executive session leadership, and shareholder engagement, with full power to retain advisors at the Company’s expense .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Independence Health Group | President & CEO; Executive Advisor | 2010–2022 | Led large-scale health insurer; extensive regulatory expertise |
| AmeriHealth Mercy Family of Companies | President & CEO | 1996–2009 | Managed Medicaid-focused insurer; M&A and operations leadership |
| Pennsylvania Governor’s Office (PennPORTS) | Executive Director | 1990–1991 | Government relations; infrastructure policy execution |
| Saint Joseph’s University | Assistant Vice President, Community & Media Relations | 1987–1990 | Stakeholder engagement; public affairs |
| Dune View Strategies LLC | Chairman & CEO | 2021–present | Healthcare advisory; strategic counsel |
| Comcast Spectacor | Chairman & CEO | Feb 2023–present | Sports/entertainment leadership; oversight and growth |
| Philadelphia Flyers | Governor | Jul 2023–present | Franchise governance and league engagement |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| America’s Health Insurance Plans (AHIP) | Board service (industry nonprofit) | Not disclosed | Industry leadership |
| Greater Philadelphia Chamber of Commerce | Board service (nonprofit) | Not disclosed | Regional business advocacy |
| FS Investments (fund board) | Board service | Not disclosed | Investment oversight |
| Other current public company boards | — | — | None |
Board Governance
- Independence: Independent; all directors were independent in 2024 except the Chair/CEO (Christopher H. Franklin) .
- Lead Independent Director mandate: Preside when Chair absent, liaison with Chair, approve agendas/materials/schedules, call executive sessions, engage with major shareholders, member of Executive Committee; authorized to retain advisors at the Company’s expense .
- Committee assignments:
- Executive Compensation Committee: Chair (8 meetings in 2024)
- Corporate Governance Committee: Member (6 meetings in 2024)
- Executive Committee: Member (0 meetings in 2024)
- Attendance: Board held 5 meetings in 2024; each director attended 100% of Board and committee meetings .
- Related‑party/independence review: Board considered charitable/civic contributions to entities where Mr. Hilferty serves, none exceeding the greater of $1M or 2% of recipient revenues; independence affirmed . Corporate Governance Committee reviews and approves related person transactions; there were none in 2024 .
- Compensation consultant: Executive Compensation Committee retained Pay Governance LLC; benchmarking informs program design; independent committee oversight .
| Committee | Role | 2024 Meetings Held | Independence |
|---|---|---|---|
| Executive Compensation | Chair | 8 | All members independent |
| Corporate Governance | Member | 6 | All members independent |
| Executive Committee | Member | 0 | All members except Chair independent |
Fixed Compensation
| Item | 2024 Program | 2025 Program | Notes |
|---|---|---|---|
| Annual cash retainer (Non-Employee Director) | $105,000 | $110,000 | No meeting fees; expense reimbursement |
| Lead Independent Director premium | +$30,000 | +$30,000 | Applies to Hilferty |
| Executive Compensation Committee Chair | +$15,000 | +$15,000 | Hilferty chairs the committee |
| Corporate Governance Committee Chair | +$15,000 | +$15,000 | Not applicable to Hilferty (member) |
| Audit Committee Chair | +$20,000 | +$20,000 | Not applicable to Hilferty |
| Equity (annual grant value) | $120,000 | $135,000 | RSUs/stock units, grant timing mid-year |
| Director 2024 Compensation | Fees Paid in Cash ($) | Stock Awards ($) | Options ($) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| Daniel J. Hilferty | 150,000 | 119,996 | — | — | 269,996 |
Performance Compensation
- Director equity grants are fixed-value stock awards; no performance-conditioned director equity or options were granted in 2024 .
- Grant timing and valuation: Stock awards granted June 20, 2024; grant date fair value per share $36.82 (ASC 718) .
| Equity Grant Detail (Director) | Grant Date | Award Value ($) | Grant Date Fair Value/Share ($) |
|---|---|---|---|
| 2024 Annual Director Stock Award | June 20, 2024 | 119,996 | 36.82 |
Clawback: Company-wide Compensation Recoupment Policy adopted Feb 22, 2023; covers incentive and time-vesting equity awards and compliant with SEC/NYSE rules .
Other Directorships & Interlocks
- Public company directorships: None .
- External executive roles: Chairman & CEO, Comcast Spectacor; Governor, Philadelphia Flyers .
- Independence determinations considered charitable/civic contributions related to Hilferty affiliations; all below materiality thresholds .
- Related-person transactions: None in 2024 .
Expertise & Qualifications
- Key skills: Regulatory, Financial, Leadership, M&A, C‑Suite Experience .
- Sector experience: Healthcare industry leadership; government relations/regulation .
- Board rationale: Independence, reputation in healthcare, and leadership support his service as Lead Independent Director and director .
Equity Ownership
| Holder | Beneficial Shares | % of Class | Notes |
|---|---|---|---|
| Daniel J. Hilferty | 30,737 | <1% (based on 275,524,251 shares) | Address per company; includes direct holdings |
| Director ownership guideline | 14,459 shares required as of 12/31/2024 | — | 5x annual base cash retainer; 5-year compliance window; no share sales until compliance |
| Guideline compliance | All directors compliant | — | Applies to Hilferty |
| Hedging/pledging | Prohibited; none by any director in 2024 | — | Anti-hedging/anti-pledging policy |
Governance Assessment
- Strengths
- Lead Independent Director with robust authorities, active executive sessions, and direct shareholder communication channel; supports board effectiveness and independence .
- Committee leadership and independence: Hilferty chairs Executive Compensation; all governance-related committees are independent; Pay Governance LLC retained as independent advisor .
- Attendance and engagement: 100% attendance; Board and committees met regularly (Board 5; Exec Comp 8; Governance 6) .
- Alignment: Strong director ownership guidelines (5x retainer); Hilferty exceeds 14,459-share requirement; anti-hedging/pledging policy and broad clawback enhance investor protections .
- Shareholder support: Say‑on‑Pay approval of 93.7% at 2024 annual meeting indicates investor confidence in compensation governance .
- Potential risks/monitoring points
- External executive commitments (Comcast Spectacor/Flyers): time demands merit routine review but no disclosed related transactions or interlocks with Essential Utilities .
- Charitable/civic affiliations considered in independence review; all below materiality thresholds; continue to monitor for changes .
- Red Flags: None disclosed for related‑party transactions, hedging/pledging, option repricing, or attendance .