Duke Energy Interactive Proxy Statement 2016

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Board Members

  • Michael J. Angelakis

  • Michael G. Browning

  • Daniel R. DiMicco

  • John H. Forsgren

  • Lynn J. Good

  • Ann Maynard Gray

  • John T. Herron

  • James B. Hyler, Jr.

  • William E. Kennard

  • E. Marie McKee

  • Charles W. Moorman IV

  • Carlos A. Saladrigas

  • William E. Webster, Jr.

View by Qualification:

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  • Leadership

    • Michael G. Browning
    • Daniel R. DiMicco
    • John H. Forsgren
    • Lynn J. Good
    • Ann Maynard Gray
    • John T. Herron
    • James B. Hyler, Jr.
    • William E. Kennard
    • E. Marie McKee
    • Carlos A. Saladrigas
    • Michael J. Angelakis
    • Charles W. Moorman IV
  • Finance

    • Michael G. Browning
    • John H. Forsgren
    • Lynn J. Good
    • Ann Maynard Gray
    • James B. Hyler, Jr.
    • William E. Kennard
    • Carlos A. Saladrigas
    • Michael J. Angelakis
    • Charles W. Moorman IV
    • E. Marie McKee
  • Regulatory/Government

    • Daniel R. DiMicco
    • John H. Forsgren
    • Ann Maynard Gray
    • James B. Hyler, Jr.
    • William E. Kennard
    • Carlos A. Saladrigas
    • John T. Herron
  • Legal

    • William E. Kennard
  • Industry

    • John H. Forsgren
    • Lynn J. Good
    • John T. Herron
  • Environmental

    • Daniel R. DiMicco
    • Charles W. Moorman IV
  • Risk Management

    • John H. Forsgren
    • Ann Maynard Gray
    • John T. Herron
    • James B. Hyler, Jr.
    • William E. Kennard
    • E. Marie McKee
    • Michael J. Angelakis
    • Charles W. Moorman IV
    • Lynn J. Good
  1. Gender
  2. More Diversity

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  • 0-2

  • 3-5

  • 6-10

  • 11-15

  • 15+

View by Independence:

Independent ()
Non-Independent ()

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  • Audit


    Number of meetings: 9
    Chair: Carlos A. Saladrigas

    Audit Committee Financial Experts

    - Carlos A. Saladrigas

    - Michael J. Angelakis

    • Carlos A. Saladrigas
    • Michael G. Browning
    • James B. Hyler, Jr.
    • E. Marie McKee
    • Michael J. Angelakis
  • Compensation


    Number of meetings: 8
    Chair: E. Marie McKee

    • E. Marie McKee
    • Ann Maynard Gray
    • Carlos A. Saladrigas
  • Corporate Governance


    Number of meetings: 7
    Chair: Ann Maynard Gray

    • Ann Maynard Gray
    • Michael G. Browning
    • Daniel R. DiMicco
    • William E. Kennard
    • E. Marie McKee
  • Finance and Risk Management


    Number of meetings: 5
    Chair:

    • Michael G. Browning
    • John H. Forsgren
    • Ann Maynard Gray
    • James B. Hyler, Jr.
    • William E. Kennard
    • Michael J. Angelakis
  • Nuclear Oversight


    Number of meetings: 6
    Chair:

    • Daniel R. DiMicco
    • John H. Forsgren
    • John T. Herron
    • Charles W. Moorman IV
    • William E. Webster, Jr.
  • Regulatory Policy and Operations


    Number of meetings: 8
    Chair: James B. Hyler, Jr.

    • James B. Hyler, Jr.
    • John T. Herron
    • William E. Kennard
    • Carlos A. Saladrigas
    • William E. Webster, Jr.

View by Age:

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  • 0-45

  • 45-54

  • 55-64

  • 65-74

  • 75+

View by Leadership:

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  • Chairman, President and Chief Executive Officer


    Lynn J. Good
    • Lynn J. Good
  • Independent Lead Director


    Michael G. Browning
    • Michael G. Browning
Close

Michael J. Angelakis

Chairman and Chief Executive Officer, Atairos Management, L.P.


Age: 51
Director since: 2015
Independent: Yes
Board Committees:
Other Public Boards: Hewlett Packard Enterprise Co.
Qualifications:

Skills and Qualifications: 

  • Mr. Angelakis’ qualifications for election include his management and financial expertise as well as his risk management experience obtained as a senior executive at a large company.

Mr. Angelakis was Senior Advisor to the Executive Committee at Comcast Corporation from July 1, 2015, until December 31, 2015, and served as Vice Chairman and Chief Financial Officer at Comcast Corporation from March 28, 2007, until August 31, 2015.

 

Michael G. Browning

Chairman, Browning Consolidated, LLC


Age: 69
Director since: 2006
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Mr. Browning’s qualifications for election include his management experience and his knowledge and understanding of Duke Energy’s Midwest service territory. Mr. Browning’s financial and investment expertise adds a valuable perspective to the Board and its committees.

Mr. Browning has been Chairman of Browning Consolidated, LLC (and its predecessor), a real estate development firm, since 1981 and served as President from 1981 until 2013. He also serves as owner, general partner or managing member of various real estate entities. Mr. Browning is a former director of Standard Management Corporation, Conseco, Inc. and Indiana Financial Corporation. Mr. Browning has served as Independent Lead Director since January 1, 2016.

Daniel R. DiMicco

Chairman Emeritus, Retired President and Chief Executive Officer, Nucor Corporation


Age: 65
Director since: 2007
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Mr. DiMicco’s qualifications for election include his management experience, including Chief Executive Officer of a Fortune 500 company and successfully operating a company serving many constituencies. In addition, Mr. DiMicco’s experience as Chief Executive Officer of a large industrial corporation provides a valuable perspective on Duke Energy’s industrial customer class as well as extensive knowledge of the environmental regulations in Duke Energy’s Carolinas and Midwest territories.

Mr. DiMicco has served as Chairman Emeritus of Nucor Corporation, a steel company, since December 2013. Mr. DiMicco served as Executive Chairman of Nucor Corporation from January 2013 until December 2013, and as Chairman from May 2006 until December 2012. He served as Chief Executive Officer from September 2000 until December 2012 and President from September 2000 until December 2010. Mr. DiMicco was a member of the Nucor Board of Directors from 2000 until 2013. Mr. DiMicco is a former chair of the American Iron and Steel Institute.

John H. Forsgren

Retired Vice Chairman, Executive Vice President and Chief Financial Officer, Northeast Utilities


Age: 69
Director since: 2009
Independent: Yes
Board Committees:
Other Public Boards: The Phoenix Companies, Inc.
Qualifications:

Skills and Qualifications: 

  • As a former Vice Chairman and Chief Financial Officer of a large utility company, Mr. Forsgren’s qualifications for election include financial and risk management expertise as well as extensive knowledge of the energy industry, the regulatory environment within the industry and insight on renewable energy.

Mr. Forsgren has been Chairman of The Phoenix Companies, Inc. since 2013 and was Vice Chairman, Executive Vice President and Chief Financial Officer of Northeast Utilities from 1996 until his retirement in 2004. He is a former director of CuraGen Corporation and Neon Communications Group, Inc.

 

Lynn J. Good

Chairman, President and Chief Executive Officer


Age: 56
Director since: 2013
Independent: No
Board Committees:
Other Public Boards: The Boeing Company
Qualifications:

Skills and Qualifications: 

  • Ms. Good is our Chief Executive Officer and was previously our Chief Financial Officer. Her knowledge of the affairs of Duke Energy and its business and her experience in the energy industry provide valuable resources for the Board.

Ms. Good has served as Chairman, President and Chief Executive Officer of Duke Energy since January 1, 2016, and was Vice Chairman, President and Chief Executive Officer of Duke Energy since July 2013. She served as Executive Vice President and Chief Financial Officer of Duke Energy from July 2009 until June 2013. She is a former director of Hubbell Incorporated.

 

Ann Maynard Gray

Retired Vice President, ABC, Inc. and President, Diversified Publishing Group, ABC, Inc.


Age: 70
Director since: 1997
Independent: Yes
Board Committees:
Other Public Boards: The Phoenix Companies, Inc.
Qualifications:

Skills and Qualifications: 

  • Ms. Gray’s qualifications for election include her business experience, both from a management perspective and as a result of her experience as a director at several public companies. Ms. Gray’s public company experience has also given her in‑depth knowledge of governance principles, which she utilizes on a variety of matters, including, among other things, succession planning, executive compensation and corporate governance.

Ms. Gray was President of Diversified Publishing Group of ABC, Inc., a television, radio and publishing company, from 1991 until 1997 and was a Corporate Vice President of ABC, Inc. and its predecessors from 1979 until 1998. Ms. Gray is a former director of Elan Corporation, plc and former trustee of JPMorgan Funds. Ms. Gray served as Chairman of the Board of Duke Energy from December 31, 2013, until December 31, 2015.

John T. Herron

Retired President, Chief Executive Officer and Chief Nuclear Officer, Entergy Nuclear


Age: 62
Director since: 2013
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Mr. Herron’s qualifications for election include his knowledge and extensive insight gained as a senior executive in the utility industry, including his three decades of experience in nuclear energy. During Mr. Herron’s career, he has gained significant regulatory and risk management expertise, which is an asset to the Board and its committees.

Mr. Herron was President, Chief Executive Officer and Chief Nuclear Officer of Entergy Nuclear from 2009 until his retirement in 2013. Mr. Herron joined Entergy Nuclear in 2001 and held a variety of positions. He began his career in nuclear operations in 1979 and has held positions at a number of nuclear stations across the country. Mr. Herron is a director of Ontario Power Generation and also has served on the Institute of Nuclear Power Operations’ board of directors.

James B. Hyler, Jr.

Consultant, Investors Management Corporation


Age: 68
Director since: 2012
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Mr. Hyler’s qualifications for election include his understanding of Duke Energy’s North Carolina service territory and his knowledge and expertise in financial services, corporate finance and risk management.

Mr. Hyler is Consultant of Investors Management Corporation, a firm which invests in and acquires companies in various industries, since January 2016. He served as Managing Director of Morehead Capital Management, LLC from December 2011 until December 2015. He retired as Vice Chairman and Chief Operating Officer of First Citizens Bank in 2008, having served in these positions from 1994 until 2008. Mr. Hyler was President of First Citizens Bank from 1988 until 1994 and was Chief Financial Officer of First Citizens Bank from 1980 until 1988. Prior to joining First Citizens Bank, Mr. Hyler was an auditor with Ernst & Young for 10 years. Mr. Hyler served as a director of First Citizens BancShares from 1988 until 2008.

William E. Kennard

Non-Executive Chairman, Velocitas Partners, LLC


Age: 59
Director since: 2014
Independent: Yes
Board Committees:
Other Public Boards: AT&T Inc.; Ford Motor Company; MetLife, Inc.
Qualifications:

Skills and Qualifications: 

  • Mr. Kennard’s qualifications for election include his considerable experience and knowledge of the regulatory arena, as well as his financial knowledge, legal knowledge and international perspective. As former Chairman of the Federal Communications Commission, Mr. Kennard also has a great deal of expertise in technology, which is extremely valuable to the Board and its committees.

Mr. Kennard is Non‑Executive Chairman of Velocitas Partners, LLC, an asset management and advisory firm, since November 2014, as well as a member of the Operating Executive Committee of Staple Street Capital, a private equity firm. Prior to joining Velocitas Partners, LLC, Mr. Kennard served as Senior Advisor at Grain Management from October 2013 until November 2014; U.S. Ambassador to the European Union from 2009 until August 2013; Managing Director of The Carlyle Group from 2001 until 2009; and Chairman of the Federal Communications Commission from 1997 until 2001.

 

E. Marie McKee

Retired Senior Vice President, Corning Incorporated


Age: 65
Director since: 2012
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Ms. McKee’s qualifications for election include her experience in human resources, which provides her with a thorough knowledge of employment and compensation practices. Her prior experience as a senior executive of Corning Incorporated has also given her excellent operating skills and an understanding of financial matters.

Ms. McKee is a retired Senior Vice President of Corning Incorporated, a manufacturer of components for high‑technology systems for consumer electronics, mobile emissions controls, telecommunications and life sciences. Ms. McKee has over 35 years of experience at Corning, where she held a variety of management positions with increasing levels of responsibility, including Senior Vice President of Human Resources from 1996 until 2010; President of Steuben Glass from 1998 until 2008; and President of The Corning Museum of Glass and The Corning Foundation from 1998 until 2014.

 

Charles W. Moorman IV

Retired Chairman and Chief Executive Officer, Norfolk Southern


Age: 63
Director since: 2016
Independent: Yes
Board Committees:
Other Public Boards: Chevron Corporation
Qualifications:

Skills and Qualifications: 

  • Mr. Moorman’s qualifications for election include experience in business, finance, technology, strategy, risk management and safety and environmental issues as a result of his career at a large public company in the freight and transportation industry.

Mr. Moorman is the Retired Chairman and Chief Executive Officer of Norfolk Southern Corporation, a freight transportation company, and was Special Advisor to the Chief Executive Officer of Norfolk Southern from October 1, 2015, until December 31, 2015. Prior to his retirement, he served as Chairman of the Board at Norfolk Southern from 2006 until 2015 and as Chief Executive Officer from 2005 until 2015.

 

Carlos A. Saladrigas

Chairman, Regis HR Group, and Chairman, Concordia Healthcare Holdings, LLC


Age: 67
Director since: 2012
Independent: Yes
Board Committees:
Other Public Boards: Advance Auto Parts, Inc.
Qualifications:

Skills and Qualifications: 

  • Mr. Saladrigas’ qualifications for election include his extensive expertise in health care, human resources, financial services and accounting arenas, as well as his understanding of Duke Energy’s Florida service territory.

Mr. Saladrigas is Chairman of Regis HR Group, which offers a full suite of outsourced human resources services to small and mid‑sized businesses. He has served in this position since July 2008. Mr. Saladrigas also serves as Chairman of Concordia Healthcare Holdings, LLC, which specializes in managed behavioral health, since January 2011. He served as Vice Chairman, from 2007 until 2008, and Chairman, from 2002 until 2007, of Premier American Bank in Miami, Florida. Mr. Saladrigas served as Chief Executive Officer of ADP Total Source (previously the Vincam Group, Inc.) from 1984 until 2002.

 

William E. Webster, Jr.

Retired Executive Vice President, Institute of Nuclear Power Operations


Age: 63
Director since: 2016
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Skills and Qualifications: 

  • Mr. Webster’s qualifications for Duke Energy election include his extensive knowledge gained during his thirty years in the nuclear industry which has given him regulatory expertise as well as a unique insight into best practices in engineering and risk management which is an asset to the Board and its committees.

Mr. Webster was the Executive Vice President of Industry Strategy for the Institute of Nuclear Power Operations (“INPO”), a non-profit organization that promotes the highest levels of safety and reliability in the operation of commercial nuclear power plants, until his retirement in June 2016. Mr. Webster has 34 years of experience at INPO, where he held a variety of management positions including in the Industry Evaluations, Plant Support, Engineering Support and Plant Analysis and Emergency Preparedness divisions prior to his retirement.

Meeting Highlights

The Venue

O.J. Miller Auditorium 526 South Church Street
Charlotte, North Carolina 28202

Date/Time:

May 5, 2016 10:00a.m.EST

Meeting begins in:

00 Days
00 Hours
00 Minutes
00 Seconds

Items of Business:

Item Board Rec.
Election of directors; check-box
Ratification of Deloitte & Touche LLP as Duke Energy Corporation’s independent registered public accounting firm for 2016; check-box
Advisory vote to approve Duke Energy Corporation’s named executive officer compensation; check-box
A shareholder proposal regarding elimination of supermajority voting provisions in Duke Energy Corporation’s Certificate of Incorporation; x
A shareholder proposal regarding lobbying expense disclosure; and x
Any other business that may properly come before the meeting (or any adjournment or postponement of the meeting).

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