PG&E Adds Industry Veteran Leo P. Denault to Its Board of Directors

On December 12, 2024, PG&E Corporation (NYSE:PCG) announced the election of Leo P. Denault to the boards of directors of both PG&E Corporation and its subsidiary, Pacific Gas and Electric Company. The appointment is set to become effective on February 19, 2025. Denault brings with him more than 40 years of experience in the power industry, having most recently served as the Chairman and Chief Executive Officer of Entergy Corporation from 2013 through 2022.

Upon joining the boards, Denault will serve on the Audit Committees of both PG&E Corporation and Pacific Gas and Electric Company, as well as the Finance and Innovation Committee of the PG&E Corporation Board. With the addition of Denault, the PG&E Corporation Board will have 14 members, while the Utility Board will have 15 members.

Denault will receive compensation in line with the standard policies and practices for non-employee directors of both boards, as outlined in the joint proxy statement filed by PG&E Corporation and the Utility on April 4, 2024. It is noted that these compensation policies are subject to periodic review and adjustment.

There are no undisclosed agreements or relationships between Denault and any other individuals that led to his appointment to the boards. Additionally, there are no familial ties between Denault and any directors or executives of PG&E Corporation and the Utility. Moreover, Denault has not engaged in any reportable transactions with PG&E Corporation or the Utility, as per Item 404(a) of Securities and Exchange Commission Regulation S-K.

In a parallel development, on December 12, 2024, both boards adopted Amended and Restated Bylaws that came into effect on the same day. The amendments address various governance matters, including removing provisions related to classified boards, clarifying director election processes, and allowing for the election and removal of certain officers by the respective Boards. The updated bylaws also include ministerial, clarifying, and conforming changes.

The full texts of the Amended and Restated Bylaws for PG&E Corporation and Pacific Gas and Electric Company are available as Exhibits 3.1 and 3.2, respectively, in the SEC filing. Alongside these changes, a Cover Page Interactive Data File was also submitted in Inline XBRL format.

The SEC filing did not indicate PG&E Corporation or Pacific Gas and Electric Company as emerging growth companies, and it was confirmed that they have not opted for an extended transition period regarding new or revised financial accounting standards.

The filing was signed on December 16, 2024, by John R. Simon, Executive Vice President, General Counsel, and Chief Ethics & Compliance Officer of PG&E Corporation, as well as by Brian M. Wong, Vice President, General Counsel, and Corporate Secretary of Pacific Gas and Electric Company.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read PG&E’s 8K filing here.

PG&E Company Profile

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PG&E Corporation, through its subsidiary, Pacific Gas and Electric Company, engages in the sale and delivery of electricity and natural gas to customers in northern and central California, the United States. It generates electricity using nuclear, hydroelectric, fossil fuel-fired, fuel cell, and photovoltaic sources.

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