Commission File Number
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Exact Name of Registrant
as specified in its charter
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State or Other Jurisdiction of Incorporation or Organization
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IRS Employer Identification Number
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(Address of principal executive offices) (Zip Code)
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(Address of principal executive offices) (Zip Code)
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(
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(
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(Registrant’s telephone number, including area code)
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(Registrant’s telephone number, including area code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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Emerging growth company
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PG&E Corporation
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Emerging growth company
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Pacific Gas and Electric Company
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PG&E Corporation
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☐
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Pacific Gas and Electric Company
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☐
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Eligibility
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Officers and employees of PG&E Corporation and the Utility are eligible to participate
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Performance Period
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January 1, 2021 through December 31, 2021
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Payment Timing
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One payment associated with the performance period, paid in early 2022
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Performance Measure Categories and Weightings
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Performance measures are designed to fall within two categories: 75% customer welfare, including safety, 25% financial stability
The specific sub-measures and relative weightings are divided into four groupings, focused on support organizations, electric operations, gas operations, or
generation. Executive officers typically receive a final score based on those for support organizations. However, executive officers whose span of control is primarily within one of the three operating areas (electric operations, gas
operations, or generation) will receive a final score based on the lower of the scores for support organizations and the applicable operating area
A description of the measure categories, sub-measures, and relative weightings within each of the four groupings is provided below
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Payout Ranges
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Threshold performance - 50%; Target performance 100%; Maximum performance - 200%
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Discretion
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The Compensation Committee retains complete and sole discretion to adjust the final performance formula or score, including to zero, on any and all incentive
plan performance measures for any reason. As part of exercising this discretion, the Compensation Committee will take into consideration, without limitation, public, employee, and contractor safety
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Clawback
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All STIP payouts to executive officers are subject to clawback under PG&E Corporation and the Utility’s Executive Incentive Compensation Recoupment Policy
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Measure Category
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Sub- Measures
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Support Organizations
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Electric Operations
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Gas Operations
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Generation
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Customer Welfare –
prioritizing public and
employee safety
(75%)
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Electric Operations
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20%
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40%
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-
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-
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Reportable Fire Ignitions
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15%
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30%
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-
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-
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Wire-Down Events Due to Equipment Failure
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5%
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10%
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-
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-
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Gas Operations
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10%
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-
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45%
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-
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Large Overpressure Events Rate
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5%
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-
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23%
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-
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Total Dig-Ins Reduction
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5%
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22%
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Generation
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10%
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-
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50%
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Safe Dam Operating Capacity
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5%
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-
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25%
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DCPP Reliability and Safety Indicator
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5%
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-
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25%
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Workforce Safety
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20%
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20%
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20%
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20%
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Days Away, Restricted & Transferred Rate
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5%
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5%
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5%
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5%
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Serious Injuries Actual
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5%
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5%
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5%
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5%
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Percent of Serious Injuries and Fatalities (“SIF”) Investigations
Completed in 30 days
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5%
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5%
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5%
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5%
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Percent of SIF Corrective Action Completed Timely
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5%
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5%
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5%
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5%
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Operational Performance and Reliability
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15%
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15%
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10%
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5%
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Gas Customer Emergency Response
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3.34%
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-
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5%
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-
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911 Emergency Response
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3.33%
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5%
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-
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-
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Customers Experiencing Multiple Interruptions - Unplanned
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3.33%
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5%
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-
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-
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Average Speed of Answer for Emergencies
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5%
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5%
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5%
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5%
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Financial Stability
(25%)
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Non-GAAP Core Earnings Per Share
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25%
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25%
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25%
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25%
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PG&E CORPORATION
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Date: February 16, 2021
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By:
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/s/ JOHN R. SIMON
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Name:
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John R. Simon |
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Title:
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Executive Vice President, General Counsel and Chief Ethics & Compliance Officer |
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PACIFIC GAS AND ELECTRIC COMPANY
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Date: February 16, 2021
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By:
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/s/ BRIAN M. WONG
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Name:
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Brian M. Wong |
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Title:
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Vice President, General Counsel and Corporate Secretary |
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