Age 65 Director since 2018
Committees:
Committee:
Skills and Qualifications:
Age 50 Director since 2020
Committees:
Committee:
Skills and Qualifications:
Age 61 Director since 2020
Committees:
Committee:
Skills and Qualifications:
Age 62 Director since 2020
Age 67 Director since 2012
Committees:
Committee:
Skills and Qualifications:
Age 61 Director since 2020
Committees:
Committee:
Skills and Qualifications:
Age 62 Director since 2009
Lead Independent Director since May 2016
Committees:
Committee:
Skills and Qualifications:
Age 67 Director since 2015
Committees:
Committee:
Skills and Qualifications:
Age 70 Director since 2007
Committees:
Committee:
Skills and Qualifications:
Age 65 Director since 2009
Committees:
Committee:
Skills and Qualifications:
Age 67 Director since 2007
Committees:
Committee:
Skills and Qualifications:
Age 68 Director since 2017
Director Experience and Attributes
Lynn Casey
Age 65 Director since 2018
Retired Chair and CEO, Padilla Other Public Company Boards:
Director Qualifications and Experience: Ms. Casey has extensive executive experience in brand strategy and investor, corporate and media relations. She is nationally recognized as an industry leader in building and protecting brands. Ms. Casey brings valuable skills to the Board with her experience in creating and delivering high-impact communication strategies, her expertise in crisis communications and management and her strong commitment to the local community. Ms. Casey also serves as a director of several nonprofit organizations in the communities that we serve. Business Experience:
Committees: Committee: Skills and Qualifications: Ben Fowke
Age 62 Director since 2009
Chairman of the Board and CEO, Other Public Company Boards:
Director Qualifications and Experience: With a long and distinguished career in the utility industry, Mr. Fowke provides the strategic focus and leadership needed to position the Company well for the future. Having served as the Company’s Chief Financial Officer, he has a strong background in finance, financial reporting and shareholder outreach. His extensive experience in environmental issues, operations and the energy business makes Mr. Fowke keenly familiar with the risks we face and provides unique insight into effective management of those risks to deliver strong results over the long term. In June 2020, Mr. Fowke was elected chairman of the board of the Edison Electric Institute, the national association of investor-owned electric companies. His tenure and involvement in the utility industry provides significant expertise on regulatory and policy issues that are central to our business, and he is active in representing and advocating for the industry on important national issues such as security and tax reform. With his service as a director of nonprofit institutions and utility industry organizations, he provides good understanding of not only the opportunities and challenges of our business, but also the customers and communities we serve. Business Experience:
Committees: Committee:
Skills and Qualifications: Robert Frenzel
Age 50 Director since
President and Chief Operating Officer, Xcel Energy Inc. Other Public Company Boards:
Director Qualifications and Experience: If elected, Mr. Frenzel would bring extensive experience and perspective to the Board in the areas of energy, operations, finance, corporate development and risk management. As our President and Chief Operating Officer, Mr. Frenzel leads Xcel Energy’s four utility operating companies as well as our transmission, distribution and natural gas operations. Having served as Chief Financial Officer of Xcel Energy and of Luminant, Mr. Frenzel has valuable knowledge of finance, tax, accounting and corporate development functions. He also has experience in banking and with financial transactions within the energy and power industry. Prior to starting his business career, Mr. Frenzel served in the United States Navy for six years as a nuclear engineering officer and weapons officer and was promoted to lieutenant commander in the Navy Reserve following active duty. He has also served as a director for various nonprofit organizations. Business Experience:
Committees: Committee:
Skills and Qualifications: Netha Johnson
Age 50 Director since 2020
President, Bromine Specialties, Albemarle Corporation Other Public Company Boards:
Director Qualifications and Experience: Mr. Johnson’s global operations leadership experience provides the Board with valuable business and strategic insight and executive leadership skill. His background in the specialty chemicals industry is relevant to our business, and his experience with the industry and electrical and renewable energy solutions provides valuable insight to our business as we work towards our carbon-free future. Prior to starting his business career, Mr. Johnson was an officer in the United States Navy. Mr. Johnson has served as a director on several nonprofit boards throughout his career. Business Experience:
Committees: Committee: Skills and Qualifications: Patricia Kampling
Age 61 Director since 2020
Retired Chairman and Chief Executive Officer, Alliant Energy Corporation Other Public Company Boards:
Director Qualifications and Experience: Ms. Kampling is the former Chairman and Chief Executive Officer of Alliant Energy Corporation. She has four decades of experience in the energy industry, having held leadership roles at Exelon Corporation and the former IPSCO Corporation prior to her tenure at Alliant. Ms. Kampling provides the Board with extensive utility-specific experience relating to finance, strategy, risk management and regulation. Ms. Kampling has also served on several nonprofit boards throughout her career and currently serves on the board of trustees of the Fidelity Equity and High Income Funds. Business Experience:
Committees: Committee: Skills and Qualifications: George Kehl
Age 62 Director since 2020
Retired Office Managing Partner, KPMG LLP Other Public Company Boards:
Director Qualifications and Experience: With 38 years of experience in a global public accounting firm, Mr. Kehl brings an extensive knowledge of financial accounting, auditing and internal control over financial reporting experience, which is valuable to our highly regulated company. He was an audit partner for 25 years at KPMG LLP serving mostly Fortune 500 companies and was the managing partner of the Minneapolis office from 2010 until his retirement in 2019. Mr. Kehl is a Certified Public Accountant in Minnesota and Florida. His experience provides the Board with valuable strategic business, leadership and financial expertise and he has been determined to be an audit committee financial expert by our Board. Mr. Kehl has served as a director of several non-profit companies in the communities we serve, providing valuable insights into our stakeholder base that is vital to our business. Business Experience:
Committees: Committee: Skills and Qualifications: Richard O’Brien
Age 67 Director since 2012
Independent Consultant Other Public Company Boards:
Director Qualifications and Experience: Mr. O’Brien’s extensive executive experience provides to the Board valuable strategic insight, leadership skills and a sound understanding of delivering effective operations in an expansive and capital-intensive business. His acumen in financial reporting and accounting has been determined by our Board to qualify him as an audit committee financial expert. He is currently consulting in the areas of strategy, leadership and operating effectiveness with select mining firms. His background in both the mining and electric and gas industries is directly relevant to our business, and he brings both valuable experience in effective management of environmental issues and expertise in industry and regulatory issues to our Board. Business Experience:
Committees: Committee: Skills and Qualifications: Charles Pardee
Age 61 Director since 2020
President, Terrestrial Energy, USA Other Public Company Boards:
Director Qualifications and Experience: Mr. Pardee is the President of Terrestrial Energy, USA, a nuclear technology company. Mr. Pardee has more than 38 years of experience in the energy industry, having held leadership roles at the Tennessee Valley Authority and Exelon Corporation. Mr. Pardee has worked with several other energy companies, including Florida Power Corporation, Carolina Power and Light, as well as the Institute of Nuclear Power Operations. Mr. Pardee served as a Lieutenant in the United States Navy for nine years. Mr. Pardee is the chair and director of the Committee on Nuclear Power for the Emirates Nuclear Energy Corporation in the United Arab Emirates. He also sits on the nuclear safety advisory board for the Tokyo Electric Power company. Business Experience:
Committees: Committee: Skills and Qualifications: Christopher Policinski
Age 62 Director since 2009
Lead Independent Director since May 2016 Retired President and CEO, Land O'Lakes, Inc. Other Public Company Boards:
Director Qualifications and Experience: Mr. Policinski led a rapidly growing, multinational food and agricultural cooperative, an experience that positioned him to provide valuable leadership and strategic insight in effectively addressing environmental and other major issues. As the former president and CEO of the third-largest United States cooperative, Mr. Policinski has a wealth of experience in effectively managing operations, addressing new risks and regulatory requirements and delivering value via effective growth management. He is well versed in finance and the financial reporting process. Mr. Policinski has experience as a director of a number of nonprofits, educational institutions and trade industry groups and provides a solid understanding of the communities we serve. Business Experience:
Committees: Committee: Skills and Qualifications: James Prokopanko
Age 67 Director since 2015
Retired President and CEO, The Mosaic Company Other Public Company Boards:
Director Qualifications and Experience: Having led large and complex businesses, Mr. Prokopanko brings valuable leadership skills and strategic insight to the Board. Throughout his career he has created growth, managed expansive operations, built key assets and effectively addressed environmental issues, all valuable skills to contribute to the Board. His experience in commodities, with capital-intensive businesses and as a director for other public companies likewise contributes valuable and relevant expertise to the Board. Mr. Prokopanko works with, supports and has served on the boards of several nonprofit organizations and brings a thoughtful understanding of the communities we serve. Business Experience:
Committees: Committee:
Skills and Qualifications: David Westerlund
Age 70 Director since 2007
Retired Executive Vice President, Administration and Corporate Secretary, Ball Corporation Other Public Company Boards:
Director Qualifications and Experience: Mr. Westerlund has extensive experience in corporate governance and environmental and workforce issues, bringing valuable insight to the Board. Having served as a senior executive in a Fortune 500 company, he contributes leadership skills and business acumen to the Board. Mr. Westerlund was responsible for environmental health and safety, corporate compliance, security, real estate activities and human resources, including labor and employee relations and benefits while at Ball Corporation, and he brings extensive knowledge of compliance, corporate governance, compensation and equal employment opportunity issues to the Board. He serves on the boards of a number of community organizations. Business Experience:
Committees: Committee: Skills and Qualifications: Kim Williams
Age 65 Director since 2009
Retired Partner, Wellington Management Company LLP Other Public Company Boards:
Director Qualifications and Experience: Ms. Williams brings extensive experience in leadership with a major investment management company, providing valuable and unique strategic insights to the Board. Her strong financial background is particularly valuable in our capital-intensive industry. She brings extensive expertise in risk assessment and management that is valuable for our business. She is active in the community and has served as a trustee of a number of nonprofit and educational boards. Business Experience:
Committees: Committee: Skills and Qualifications: Timothy Wolf
Age 67 Director since 2007
President, Wolf Interests, Inc. Other Public Company Boards:
Director Qualifications and Experience: With a career as a senior executive in consumer products industries, Mr. Wolf brings strategic insight, business acumen and valuable experience to the Board. He served as Chief Financial Officer of a major corporation and has obtained valuable experience in and knowledge of finance, reporting and governance. His financial experience provides the Board with valuable insights, and he has been determined to be an audit committee financial expert by our Board. Having led organizations and been involved in the integration of organizations, Mr. Wolf has a sound understanding of business risk and effective risk management oversight. He serves as a director of several nonprofit and educational organizations. Business Experience:
Committees: Committee: Skills and Qualifications: Daniel Yohannes
Age 68 Director since 2017
Former United States Ambassador to the Organization for Economic Cooperation and Development Other Public Company Boards:
Director Qualifications and Experience: Mr. Yohannes has a successful record of operation execution and corporate transformation as a Chief Executive Officer and as an entrepreneur. Mr. Yohannes brings extensive experience in banking, economic development and in global energy policy, providing the Board with strategic insight and leadership skills. He has served in leadership roles in U.S. Government organizations, and for which he was nominated by President Obama and confirmed by the U.S. Senate. He is very passionate about protecting the environment and economic equity issues. He is very active in his community and serves on various boards of nonprofits and civic organizations. Business Experience:
Committees: Committee: Skills and Qualifications: Audit Committee
 (6 Meetings in 2020)
Finance Committee
 (5 Meetings in 2020)
1. David Owens will not be standing for reelection at the annual meeting in accordance with our mandatory retirement policy.
2. James Sheppard will not be standing for reelection at the annual meeting in accordance with our mandatory retirement policy. Governance, Compensation and Nominating Committee (GCN)
 (4 Meetings in 2020)
Operations, Nuclear, Environmental and Safety Committee (ONES)
 (4 Meetings in 2020)
1. James Sheppard will not be standing for reelection at the annual meeting in accordance with our mandatory retirement policy.
2. David Owens will not be standing for reelection at the annual meeting in accordance with our mandatory retirement policy. Leadership & Strategy  Directors who hold or have held significant leadership positions provide the Company with valuable insights. These people generally possess strong leadership qualities as well as the ability to identify and develop those qualities in others. They demonstrate a practical understanding of strategy development and corporate governance, know how to create growth and value and prioritize creating a strong corporate culture. Each of our directors brings leadership and strategy experience to the Board. Specialized expertise includes: Fortune 500 Company CEO Experience
(Fowke, O’Brien, Policinski, Prokopanko)
Legal, Governance, and Policy Expertise
(Fowke, Frenzel, Kampling, Kehl, O’Brien, Prokopanko, Westerlund, Williams, Yohannes)
Human Resource Management and Executive Compensation Experience
(Casey, Fowke, Kampling, O’Brien, Policinski, Prokopanko, Westerlund, Williams)
Independence  Director independence is a critical requirement for sound governance. We seek directors who bring a variety of skills, expertise and experience to the board, including diversity of gender and race. All director nominees, except for Messrs. Fowke and Frenzel, are independent. Risk Management  Effectively managing risk in a rapidly changing environment is critical to our success. Directors should have a sound understanding of the most significant risks facing the Company and the experience needed to provide effective oversight of risk management processes. All director nominees have experience in identifying and executing processes to mitigate risk. Finance  Accurate financial reporting and auditing are critical to our success, and so we seek to have a number of directors who qualify as audit committee financial experts. Given the highly capital intensive nature of our business, we also seek directors who have experience overseeing large capital projects and complex financings. Directors Fowke, Frenzel, Johnson, Kampling, Kehl, O’Brien, Pardee, Policinski, Prokopanko, Williams, Wolf and Yohannes bring this expertise to our Board. Specialized expertise includes: Audit Committee Financial Expert
(Kehl, O’Brien, Wolf)
Investment Oversight Expertise
(Fowke, Frenzel, Johnson, Kampling, Kehl, O’Brien, Pardee, Policinski, Prokopanko, Williams, Wolf,
Yohannes)
Chief Financial Officer Experience
(Fowke, Frenzel, Kampling, O’Brien, Wolf)
Regulated Industry  Our industry is heavily regulated and directly affected by government actions. Our operations are complex, and addressing rapidly changing industry issues has strategic implications. As such, we seek directors with experience working closely with government agencies, working in highly regulated businesses or with experience in industries that require extensive permitting and community engagement to conduct business. Directors Fowke, Frenzel, Kampling, Kehl, O’Brien, Pardee, Policinski, Prokopanko, Williams and Yohannes have experience with companies where all or part of the business is highly regulated. Specific expertise includes: Utility and Energy Sector Experience
(Fowke, Frenzel, Kampling, O’Brien, Pardee, Yohannes)
Nuclear Leadership and Expertise
(Frenzel, Pardee)
Government Experience
(Yohannes)
Environmental  The production of energy has environmental impacts, and how we address rapidly evolving environmental regulation is critical to our business. Directors with experience in addressing complex environmental regulations or siting major facilities bring valuable expertise to our Board. Directors Fowke, Frenzel, Johnson, Kampling, O’Brien, Pardee, Policinski, Prokopanko, Westerlund, Williams and Yohannes have experience in environmental regulation or project siting. Customer & Community  Given the essential service we provide, understanding the needs and interests of stakeholders is critical. Directors with experience in customer-facing industries bring valuable expertise as we prepare for a more competitive energy market. Likewise, a keen understanding of community issues and interests is important, as our success is tied to the success of the communities we serve. Each of our directors brings experience in this area, ranging from extensive community involvement through non-profit, business and civic organizations, to specific expertise in consumer products industries. Specific experience includes: Non-Profit Board Governance
(All director nominees)
Consumer-Facing Business Experience
(Casey, Fowke, Frenzel, Johnson, Kampling, Policinski, Westerlund, Wolf)
|
