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Governance board room chairs around table

Quick facts


Highlights of our corporate governance practices are noted below. See WEC Energy Group’s Notice of Annual Meeting and Proxy Statement for more information on these governance practices.

Overview

  • Ongoing board refreshment
  • 8 of 10 directors are independent
  • Annual board elections (declassified board)
  • Majority voting
  • One-share, one-vote standard

Board leadership

  • Separate CEO/chairman roles
  • Independent lead director
  • Independent directors hold regular executive sessions without management

Board and committee practices

  • Annual board self-evaluation
  • Annual self-evaluation of each committee
  • Annual review of board independence
  • Independent Audit and Oversight Committee
  • Independent Compensation Committee
  • Independent Finance Committee
  • Independent Corporate Governance Committee
  • Committee charters for Audit and Oversight, Compensation, Finance and Corporate Governance Committees
  • Financial experts on Audit and Oversight Committee
  • Disclosure Committee for financial reporting
  • Risk oversight by full board
  • Board orientation/ongoing education programs
  • Stockholder outreach and engagement program

Performance evaluations

  • Annual evaluation of executive chairman performance
  • Annual evaluation of CEO performance
  • Annual evaluation of independent lead director performance
  • Annual evaluation of board performance
  • Annual evaluation of each committee performance

Compensation governance and practices

  • Stock ownership requirements for directors and executives
  • Annual ‘say-on-pay’ advisory vote
  • Anti-hedging and anti-pledging policies
  • Clawback policy
  • Prohibition on tax gross-up policy

Guidelines and policies

  • Corporate Governance Guidelines reviewed annually
  • Committee charters reviewed annually
  • Corporate Governance Guidelines approved by the board
  • Code of ethics
  • Corporate compliance program
  • Corporate Securities Trading Policy