Ms. Burkhart brings to our Board human capital management, executive compensation, consumer-facing business and
regulated
industry experience. Ms. Burkhart serves as Senior Executive Vice
President, Chief Administrative Officer for Comerica Incorporated. In this role, Ms. Burkhart has
responsibility over human resources and the company's DEI efforts. In addition, she oversees the
business program management office as well as corporate responsibility, which includes corporate
sustainability, communications and external affairs. Ms. Burkhart is also a member of Comerica's
Management Executive Committee. Ms. Burkhart joined Comerica in 1997 and prior to her current
role served as Executive Vice President, Chief Human Resources Officer from 2010 to January 2023.
Among her community affiliations, she serves on the board of Austin Street Center. Ms. Burkhart is
a graduate of the Leadership Dallas Class of 2016.
Business Experience
Senior Executive Vice President, Chief Administrative Officer, Comerica Incorporated, a financial
services company (January 2023 to present)
Executive Vice President, Chief Human Resources Officer, Comerica Incorporated (2010 to
January 2023)
Senior Vice President, Director of Compensation, Comerica Incorporated (2007 to 2010)
First Vice President, Human Resources Director, Credit and Corporate Staffs, Comerica
Incorporated (2004 to 2007)
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
Chair, Padilla, a public relations and communications firm (August 2018 to December 2019)
Chairman of the Board, President and CEO, Xcel Energy Inc.
Age 53
Director since 2021
Other Public Company Boards
Patterson Companies, Inc. (Since 2018)
Director Qualifications and Experience
Mr. Frenzel brings extensive experience and perspective to the Board in the areas of energy,
operations, finance, corporate development and risk management. Prior to his role as the
Company's President and Chief Executive Officer, Mr. Frenzel served as the Company's President
and Chief Operating Officer, leading Xcel Energy's four utility operating companies and
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
Chairman of the Board, Xcel Energy Inc. (December 2021 to present)
President and CEO, Xcel Energy Inc. (August 2021 to present)
President and Chief Operating Officer, Xcel Energy Inc. (March 2020 to August 2021)
Executive Vice President and Chief Financial Officer, Xcel Energy Inc. (2016 to March 2020)
Senior Vice President and Chief Financial Officer, Luminant, a wholly owned subsidiary of Energy
Future Holdings Corporation ("EFH"), an electric utility company (2012 to 2016); EFH filed for
bankruptcy in 2014 and emerged from bankruptcy in 2016
Senior Vice President for Corporate Development, Strategy and Mergers and Acquisitions, EFH
(2009 to 2012)
Vice President, Investment Banking Division, Goldman Sachs (2002 to 2009)
President, Specialties Global Business Unit, Albemarle Corporation
Age 53
Director since 2020
Other Public Company Boards
None
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 toward 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
President, Specialties Global Business Unit (previously the Bromine Specialties business unit),
Albemarle Corporation, a global specialty chemicals company (August 2018 to present)
Vice President and General Manager, 3M Company, a multi-national industrial, worker safety,
health care and consumer goods company (2015 to August 2018)
President, Filtration, Pentair, a global water treatment company (2010 to 2015)
Retired Chairman and CEO, Alliant Energy Corporation
Age 64
Director since 2020
Other Public Company Boards
American Water Works Co Inc. (Since 2019)
Fidelity Equity and High Income Funds (Since 2020)
Former Public Company Boards
Briggs & Stratton Corp. (2011 to 2021)
Alliant Energy Corporation (2012 to 2019)
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 also currently serves on several nonprofit boards.
Business Experience
Chairman and CEO, Alliant Energy Corporation, a public utility holding company (2012 to 2019)
President and Chief Operating Officer, Alliant Energy Corporation (2011 to 2012)
Executive Vice President and Chief Financial Officer, Alliant Energy Corporation (2010 to 2011)
With 38 years of experience in a global public accounting firm, Mr. Kehl brings extensive knowledge
of financial accounting, auditing and internal control over financial reporting, 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 the Board has determined Mr. Kehl to be an audit committee financial expert. Mr. Kehl has
served as a director of several nonprofit companies in the communities we serve, providing
valuable insights into our stakeholder base that is vital to our business.
Business Experience
Independent Consultant (2023 to present)
Office Managing Partner, KPMG LLP, a global audit, tax and advisory firm (2010 to 2019)
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
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
Independent Consultant (2015 to present)
President and CEO, Boart Longyear Limited, a global provider of drilling services, equipment and
performance tooling for mining and drilling companies (2013 to 2015)
CEO, Newmont Mining Corporation, a global gold mining company (2012 to 2013)
President and CEO, Newmont Mining Corporation (2007 to 2012)
Mr. Pardee brings to our Board extensive nuclear, operational and risk management experience. He
currently serves as President of Terrestrial Energy, USA, a nuclear technology company, and 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 and Carolina Power & 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
President, Terrestrial Energy, USA, a nuclear technology company (June 2019 to Present)
Executive Vice President, Chief Operating Officer, Tennessee Valley Authority, a federally owned
corporation that provides navigation, flood control, electricity generation, fertilizer manufacturing
and economic development to the Tennessee Valley (2013 to 2017)
Executive Vice President, Chief Generation Officer, Tennessee Valley Authority (January 2013 to
April 2013)
Chief Operating Officer, Exelon Generation, Exelon corporation’s energy provider (2010 to 2013)
President and Chief Nuclear Officer, Exelon Nuclear, Exelon corporation’s nuclear division (2007
to 2010)
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. Mr. Policinski served as
our Lead Independent Director from 2016 to 2023.
Business Experience
CEO, CJP Leadership Partners, LLC, a consulting company (2021 to present)
CEO, VitaKey, a nutrition science company (August 2020 to February 2021)
President and CEO, Land O’Lakes, Inc., an agricultural and dairy cooperative (2005 to 2018)
Senior leadership positions at Land O’Lakes, Inc. and The Pillsbury Company, a grain processing
and food production company
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
President and CEO, The Mosaic Company, producer of phosphate and potash crop nutrients
(2007 to 2015)
Executive Vice President and COO, The Mosaic Company (2006 to 2007)
Senior leadership positions, Cargill Corporation, a trading, purchasing and distributing grain
and other agricultural commodities company (1999 to 2006)
Vice Chair, Consumer and Business Banking, U.S. Bancorp
Age 58
Director since 2023
Other Public Company Boards
None
Director Qualifications and Experience
Mr. Welsh brings to our Board decades of experience in a variety of diverse fields, including
financial services, customer experience, workforce development and operations. Across several
industries, Mr. Welsh’s work has centered on understanding consumer behavior and creating
strategies to respond to consumer preferences. He also has extensive leadership and regulated
industry experience. At U.S. Bancorp, Mr. Welsh drives the company’s overall consumer and small
business strategy across its branch network. Before joining U.S. Bancorp, Mr. Welsh spent more
than 26 years at McKinsey & Co. in their Minneapolis-St. Paul offices, serving clients across a broad
spectrum of industries including financial services, consumer package goods and energy. Serving
as senior partner with the company, Mr. Welsh was elected by his colleagues to McKinsey’s
Shareholders Council, led McKinsey’s global learning and development function, and co-led the
firm’s people strategy. Mr. Welsh has a passion for helping enhance the vitality of the community in
Minnesota and opportunities for its residents. He has extensive board experience, including serving
as chair of the board for GREATER MSP and vice chair of the board of Allina Health. In addition,
Mr. Welsh is a founder of the Itasca Project to improve the quality of life in Minneapolis and St. Paul
and a founding board member of UPSIDE Foods (formerly Memphis Meats).
Business Experience
Vice Chair, Consumer and Business Banking, U.S. Bancorp, a financial services holding company
(March 2019 to present)
Vice Chair, Consumer Banking Sales and Support, U.S. Bancorp (July 2017 to March 2019)
Senior Partner, McKinsey & Company, a global management consulting firm (2006 to June 2017)
Retired Partner, Wellington Management Company LLP
Age 68
Director since 2009
Lead Independent Director since 2023
Other Public Company Boards
E.W. Scripps (Since 2008)
Weyerhaeuser Corporation (Since 2006)
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
Partner, Wellington Management Company, LLP, an investment and asset management company
for institutional investors (1995 to 2005)
Leadership positions, Loomis, Sayles & Co., Inc., an investment management company, and
Imperial Chemical Industries Pension Fund, a defined benefit occupational pension fund (prior to
1995)
Former United States Ambassador to the Organization for Economic Cooperation and Development
Age 71
Director since 2017
Other Public Company Boards
Dow Inc. (2019 to present)
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
U.S. Ambassador and Permanent Representative to the Organization for Economic Cooperation
and Development, including the International Energy Agency and the Nuclear Energy Agency
(2014 to 2017)
Chief Executive Officer, Millennium Challenge Corporation, an independent U.S. government
foreign aid agency (2009 to 2014)
Prior leadership positions with U.S. Bank and Security Pacific Bank (now Bank of America)
Co-founder of New Resource Bank, which invests in environmentally sustainable businesses
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. Specialized expertise includes:
Public Company/Large Organization CEO Experience (1)
Legal, Governance and Policy Expertise (2)
Human Resource Management and Executive Compensation Experience (3)
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.
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. Specialized expertise includes:
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 or in highly regulated businesses, or with experience in industries that
require extensive permitting and community engagement to conduct business. Specific expertise includes:
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.
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. Specific experience includes:
Oversees the financial reporting process, including the
integrity of our financial statements, compliance with legal
and regulatory requirements and our Code of Conduct and
the independence and performance of internal and
external auditors.
Reviews the annual audited financial statements and
quarterly financial information with management and the
independent registered public accounting firm.
Appoints and evaluates the performance of our
independent registered public accounting firm.
Reviews with management our major financial risk
exposures and the steps management has taken to
monitor and control the exposures, including our risk
assessment and risk management guidelines and policies.
Reviews the compliance risks and implementation and
effectiveness of our compliance and business
conduct program.
Reviews the scope and the planning of the audit with both
the internal auditors and the independent registered public
accounting firm.
Reviews the findings and recommendations of both the
internal auditors and the independent registered public
accounting firm and management’s response to those
recommendations.
Prepares the Report of the Audit Committee included in
this proxy statement.
All members are financially literate and no member serves on the audit committee of more than three public company
boards.
All members meet the Nasdaq and SEC standards for independence.
Operations, Nuclear, Environmental and Safety Committee (ONES) Responsibilities:
Oversees nuclear strategy, operations and performance,
including the review of findings from reports, inspections
and evaluations.
Oversees the performance of our significant electric and
natural gas operations.
Reviews environmental and climate strategy, compliance,
performance issues and initiatives.
Reviews material risks relating to our nuclear operations
and environmental and safety performance, as well as
risks, performance and compliance with operations
measures of our electric and natural gas systems.
Reviews safety performance, strategy and initiatives.
Reviews customer service performance, performance
issues and initiatives.
Oversees physical and cybersecurity risks related to plants
and operations as well as wildfire risk.
Periodically tours facilities and conducts meetings at key
Company locations, including nuclear plants.
Oversees enterprise-wide operational risks
and performance.
All members meet the Nasdaq standards for independence.
