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United States

Vectren Corp (VVC)

VVC on New York Consolidated

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21 Apr 2017
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Summary

Name Age Since Current Position

Carl Chapman

61 2011 Chairman of the Board, President, Chief Executive Officer

M. Susan Hardwick

54 2016 Chief Financial Officer, Executive Vice President

Eric Schach

54 2016 Chief Operating Officer, Executive Vice President

Ronald Christian

58 2013 Executive Vice President, Chief Legal and External Affairs Officer, Corporate Secretary

Jean Wojtowicz

59 2016 Lead Independent Director

James DeGraffenreidt

63 2010 Independent Director

John Engelbrecht

65 2000 Independent Director

Anton George

57 2000 Independent Director

Robert Jones

60 2011 Independent Director

Patrick Mullen

52 2015 Independent Director

R. Daniel Sadlier

69 2003 Independent Director

Michael Smith

68 2006 Independent Director

Teresa Tanner

48 2015 Independent Director

Dave Parker

2017 Director, Investor Relations

Biographies

Name Description

Carl Chapman

Mr. Carl L. Chapman is Chairman of the Board, President, Chief Executive Officer of the Company. He has been a director of the Company since 2009 and has served as chief executive officer and president of the Company since June 2010. He served as president and chief operating officer of the Company from November 1, 2007 to May 31, 2010, as chief operating officer from August 1, 2004 to June 2010 and as executive vice president from March 31, 2000 to November 1, 2004. Prior to March 31, 2000, Mr. Chapman also served in other leadership roles with the Company and its predecessors. Mr. Chapman is a director of many of the Company’s wholly-owned subsidiaries, including Indiana Gas Company, Inc. (“Indiana Gas”); Southern Indiana Gas and Electric Company (“SIGECO”); Vectren Utility Holdings, Inc. (“VUHI”); Vectren Energy Delivery of Ohio, Inc. (“VEDO”); Vectren Enterprises, Inc. (Enterprises); Vectren Infrastructure Services Corporation (“VISCO”); and Vectren Energy Services Corporation (“VESCO”). He serves as Board chair for VUHI, VISCO and VESCO.

M. Susan Hardwick

Ms. M. Susan Hardwick is Chief Financial Officer, Executive Vice President of the Company. Prior to her current role, Ms. Hardwick was senior vice president of finance and assistant treasurer, and from 2000 to 2013, she served as vice president, controller and assistant treasurer. Prior to joining the Company, Ms. Hardwick’s most recent experience was with Cinergy Corporation (whose successor company is Duke Energy), a utility holding company formerly based in Cincinnati, Ohio, where she held numerous financial roles, including assistant corporate controller. Ms. Hardwick also has extensive public accounting experience and has spent the majority of her career involved in the regulated utility industry. Ms. Hardwick is a certified public accountant. She is a director of Indiana Gas, SIGECO, VEDO, VUHI, Enterprises, and VESCO.

Eric Schach

Mr. Eric J. Schach is Chief Operating Officer, Executive Vice President of the Company. Prior to his current role, and since June 1, 2014, Mr. Schach was senior vice president of utility operations and president of VUHI, and in June 2015, he assumed the additional responsibility of Human Resources. Prior to 2014, Mr. Schach was senior vice president of marketing and energy delivery, and from 2003 to 2013, he served as vice president of energy delivery. Prior to 2003, Mr. Schach held other leadership roles with the Company and its predecessors, including chief information officer. He is a director of Indiana Gas, SIGECO, VEDO, VUHI, VESCO, and VISCO.

Ronald Christian

Mr. Ronald E. Christian is Executive Vice President, Chief Legal and External Affairs Officer, Corporate Secretary of the Company. He served as executive vice president, chief administrative officer, general counsel and corporate secretary of the Company from August 1, 2004 to September 2010 and executive vice president, general counsel and secretary of the Company from May 1, 2003 to September 2010. Prior to May 1, 2003 Mr. Christian held other senior leadership roles with the Company and its predecessors and is currently a director of many of the Company’s wholly-owned subsidiaries, including Indiana Gas, SIGECO, VEDO, VUHI, Enterprises, and VISCO. Mr. Christian is the chair of the boards of directors of the Indiana State Chamber of Commerce and the Indiana Energy Association.

Jean Wojtowicz

Ms. Jean L. Wojtowicz is Lead Independent Director of the Company. Ms. Wojtowicz is the president and founder of Cambridge Capital Management Corp., a consulting and venture capital firm. She is a director of First Merchants Corporation and First Internet Bancorp, which are both public companies. For both companies, she serves on the audit committees and as their designated Audit Committee “Financial Expert.” Ms. Wojtowicz is also a director of American United Mutual Insurance Holding Company, a mutual holding company.

James DeGraffenreidt

Mr. James H. DeGraffenreidt, Jr., is Independent Director of Vectren Corp. Mr. DeGraffenreidt is the retired chairman and chief executive officer of WGL Holdings, Inc. and Washington Gas Light Company, a natural gas utility serving over 1 million customers in the District of Columbia, Maryland and Virginia. He has significant experience as an attorney working on energy regulatory issues, as well as from his past service as chair of the American Gas Association and as former co-chair and board member of the Alliance to Save Energy. He is a director of Massachusetts Mutual Life Insurance Company, where he has formerly served as lead director. He completed his second and final four-year term as member of the Maryland State Board of Education in June 2016 and is a director of Harbor Bankshares Corporation, which is a public company.

John Engelbrecht

Mr. John D. Engelbrecht is Independent Director of Vectren Corporation. Mr. Engelbrecht is the chair and president of South Central Communications Corporation, which owns MUZAK franchises in 15 U.S. cities, as well as a number of other business investments. Mr. Engelbrecht, as the chair and president of South Central Communications Corporation, brings strong managerial and marketing experience as the owner and operator of numerous businesses. His entrepreneurial background is particularly useful to the Board regarding its consideration of the Company’s nonutility businesses. Mr. Engelbrecht is a well-respected business and community leader in southwestern Indiana, which is the heart of the Company’s electric utility business. As a director from this area, he brings a unique insight on local issues of significance that is valuable to the mix of facts and circumstances considered by the Board. Mr. Engelbrecht’s strengths and insights have positioned him as a valued member of the Board’s Finance Committee and chair of the Board’s Corporate Responsibility and Sustainability Committee.

Anton George

Mr. Anton H. George is Independent Director of Vectren Corporation. Mr. George is the principal of Vision Investments, LLC. He is a director and the former chief executive officer of Hulman & Company and its affiliates Clabber Girl Corporation, Indianapolis Motor Speedway Corporation, and Indy Racing League, LLC. He is a director of First Financial Corporation, a public company. Mr. George, as the principal of Vision Investments, LLC, as well as, his prior experience as the chief executive officer of Hulman & Company and its affiliates, demonstrates his leadership ability and unique insight into the challenges and opportunities of running successful businesses. Mr. George is a well-respected business and community leader in central Indiana, which is the heart of the service area for the Company’s natural gas utility business. As a director from this area, Mr. George brings a unique insight on local issues of significance that is valuable to the mix of facts and circumstances considered by the Board. His experiences and insights have made him a valuable contributor to the Board’s Compensation and Benefits Committee and the Board’s Corporate Responsibility and Sustainability Committee.

Robert Jones

Mr. Robert G. Jones is Independent Director of Vectren Corp. Mr. Jones is chairman and chief executive officer of Old National Bancorp, which is a public company. He previously served as a director of the Federal Reserve Bank of St. Louis. Mr. Jones, as the chair and chief executive officer of Old National Bancorp, provides the Board with financial, business and management expertise gained through over 35 years in the areas of banking and finance. Like Mr. Engelbrecht, Mr. Jones is a highly respected business and community leader in southwestern Indiana who is able to provide insights into the interests of the Company’s stakeholders, particularly with respect to the utility business. Because Old National Bancorp has a significant statewide presence in Indiana, Mr. Jones also has a good sense of issues that positions him as a valuable advisor. As a financial leader, he brings a strong understanding and knowledge of the markets in Indiana that Vectren serves. Mr. Jones’ expertise is utilized as the chair of the Board’s Finance Committee and a valued member of the Board’s Corporate Responsibility and Sustainability Committee.

Patrick Mullen

Mr. Patrick K. Mullen is Independent Director of the Company. Mr. Mullen is currently the chief operating officer of Chicago Bridge & Iron (CB&I), a public company. Prior to September 2016, and since December 2013, he served as executive vice president and president of CB&I's engineering and construction operating group. During the majority of 2013, he served as executive vice president of corporate development. Mr. Mullen joined CB&I through CB&I’s acquisition of ABB Lummus Global in late 2007, and he served as senior vice president of global sales for CB&I’s technology operating group from that time until early 2013. As part of CB&I’s technology operating group, Mr. Mullen served as head of Global Business Development for five years where he was responsible for sales of proprietary technology and equipment to refining and petrochemical clients. CB&I, which has been in business for more than 125 years and employs approximately 42,000 individuals, is the most complete energy infrastructure focused company in the world and a major provider of government services. As Chief Operating Officer, Mr. Mullen is responsible for CB&I’s four operating groups, including Engineering & Construction, Fabrication Services, Technology, and Capital Services, as well as several key functions which support the company’s four operating groups. CB&I’s business spans across energy infrastructure, including upstream and downstream oil and gas facilities, refineries, petrochemical plants, liquefied natural gas facilities, and fossil power generation facilities. Prior to his current role and his role as head of CB&I’s Engineering & Construction operating group, Mr. Mullen was responsible for corporate development, including investor relations, strategic planning, defining company growth opportunities, guiding community impact and involvement, and strengthening relationships with economic partners.

R. Daniel Sadlier

Mr. R. Daniel Sadlier is Independent Director of Vectren Corporation. Mr. Sadlier is the retired president and chief executive officer of Fifth Third Bank (western Ohio). He is a member of the board of directors of Fifth Third Bank (Greater Cincinnati), an affiliate of Fifth Third Bancorp, and a trustee of Sinclair Community College. Mr. Sadlier, as the retired president and chief executive officer of Fifth Third Bank (western Ohio), has nearly 30 years of senior management experience in the financial services sector and significant community involvement and representation in the Company’s Ohio utility service area. He has a long-standing presence as a key thought and opinion leader in Ohio (the location of a significant portion of the Company’s natural gas utility business and one of VISCO’s largest markets for providing pipeline construction and repair work). The Board has utilized his leadership skills and background in finance as resources for the Board’s Audit Committee, Finance Committee and as the chair of the Board's Compensation and Benefits Committee.

Michael Smith

Mr. Michael L. Smith is Independent Director of Vectren Corporation. In addition to the Company, Mr. Smith serves on the board of Envision Healthcare Holding, Inc. (formerly known as Emergency Medical Services Corp.), which is a public company, and is chair of its compensation committee. Mr. Smith was the executive vice president and chief financial officer of Anthem, Inc. from 1999 until he retired on January 31, 2005. Previously, he was a director of the following public companies: hhgregg Inc., Calumet Specialty Products Partners, InterMune, Inc., First Indiana Corporation (which was acquired by Marshall & Ilsley Corporation in 2008), Brightpoint, Inc. (acquired by Ingram Micro, Inc. in November 2012) and Kite Realty Group Trust. Mr. Smith also serves on the boards of Hulman & Company, LDI Ltd., LLC, Carestream Health Services, Inc., USI, Inc., Agilon, Inc., and Norvax, Inc., which are private companies. Mr. Smith, as the former executive vice president and chief financial officer of Anthem, Inc., brings to the Board a wealth of knowledge in dealing with financial and accounting matters. His experience in evaluating financial results and overseeing the financial reporting process of a large public company makes him an important resource for our Board. Mr. Smith is a resident of central Indiana, which is the heart of the Company’s natural gas utility business. In addition to his substantial financial acumen, Mr. Smith is a highly regarded thought and opinion leader in Indiana. As a result of his decades of involvement in businesses and community activities in Indiana, Mr. Smith has developed insights and relationships that uniquely provide him with the ability to offer a valuable perspective on issues that affect the Company. He provides skilled advice in his roles as a designated Audit Committee “Financial Expert” as well as chair of the Board’s Audit Committee. The Board further utilizes his expertise on the Board’s Governance Committee, of which he is a member.

Teresa Tanner

Ms. Teresa J. Tanner is Independent Director of Vectren Corporation. Ms. Tanner currently serves as executive vice president and chief administrative officer for Fifth Third Bancorp. She was promoted to chief human resources officer in February 2010, and her role was expanded to chief administrative officer in September 2015. Previously, she was senior vice president and director of Enterprise Learning for the bank. Before joining Fifth Third Bancorp in 2004, she was the senior vice president of Human Resources Employment for Provident Bank. She has a vast background in education, human resources and operations management.

Dave Parker

Basic Compensation

Name Fiscal Year Total

Carl Chapman

5,541,330

M. Susan Hardwick

1,145,320

Eric Schach

1,294,900

Ronald Christian

1,662,920

Jean Wojtowicz

196,088

James DeGraffenreidt

169,421

John Engelbrecht

174,421

Anton George

169,421

Robert Jones

176,921

Patrick Mullen

169,421

R. Daniel Sadlier

177,754

Michael Smith

186,921

Teresa Tanner

169,421

Dave Parker

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As Of  30 Dec 2016