NJ Resources Files Proxy: Executive Pay & Governance Details

Ticker: NJR · Form: DEF 14A · Filed: Dec 11, 2024 · CIK: 356309

Sentiment: neutral

Topics: proxy-statement, executive-compensation, corporate-governance

Related Tickers: NJR

TL;DR

NJR proxy out: exec pay details, board recs, shareholder votes. Vote your shares!

AI Summary

New Jersey Resources Corp. filed its DEF 14A proxy statement on December 11, 2024, detailing executive compensation and corporate governance matters for the fiscal year ending September 30, 2024. The filing includes information on compensation for its principal executive officers and other key personnel, as well as details on shareholder proposals and board of directors' recommendations. Specific dollar amounts and compensation structures for named executive officers are outlined within the comprehensive document.

Why It Matters

This filing provides shareholders with crucial information regarding how executive compensation is structured and approved, impacting the company's financial health and alignment with shareholder interests.

Risk Assessment

Risk Level: medium — DEF 14A filings can reveal executive compensation practices and governance issues that may impact investor confidence and stock performance.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this DEF 14A filing for New Jersey Resources Corp.?

The primary purpose is to provide shareholders with information regarding executive compensation, board of directors' recommendations, and other corporate governance matters for the fiscal year ending September 30, 2024, ahead of the annual shareholder meeting.

When was this DEF 14A filing submitted to the SEC?

This DEF 14A filing was submitted to the SEC on December 11, 2024.

What fiscal year does the compensation information in this filing pertain to?

The compensation information in this filing pertains to the fiscal year ending September 30, 2024.

What is the Standard Industrial Classification (SIC) code for New Jersey Resources Corp.?

The Standard Industrial Classification (SIC) code for New Jersey Resources Corp. is 4924, which corresponds to Natural Gas Distribution.

Where is New Jersey Resources Corp. headquartered?

New Jersey Resources Corp. is headquartered in Wall, New Jersey, with a business and mailing address at 1415 Wyckoff Road, PO Box 1468, Wall, NJ 07719.

Filing Stats: 4,365 words · 17 min read · ~15 pages · Grade level 17.4 · Accepted 2024-12-11 07:00:46

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 65 Summary Compensation Table 65 All Other Compensation Table 66 Grants of Plan-Based Awards 67 2017 Stock Award and Incentive Plan 68 Outstanding Equity Awards at Fiscal Year End 69 Stock Vested 72 Pension Benefits 73 Non-Qualified Deferred Compensation 75 Potential Payments Upon Termination or Change of Control 76 CEO Pay Ratio 79 Non-Binding Proposal to Approve the Compensation of Our Named Executive Officers 86 Ratification of Appointment of Independent Registered Public Accounting Firm 87 Audit Committee Report 89 Questions and Answers About the Meeting 91 Certain Matters Relating to Proxy Materials and Annual Reports 96 Electronic Access to Proxy Materials and Annual Reports 96 "Householding" of Proxy Materials and Annual Reports for Record Owners 96 Separate Copies for Beneficial Owners 96 Incorporation by Reference 96 Other Matters 97 Appendix A: Reconciliation of Net Income (GAAP) to Net Financial Earnings (Non-GAAP) and Earnings Per Share (GAAP) to Net Financial Earnings Per Share (Non-GAAP) 98 4 2024 Proxy Statement Proxy Statement Summary This summary highlights certain information from this Proxy Statement, but it does not contain all the information you should consider when deciding how to vote. Unless the context otherwise indicates, references to "New Jersey Resources," "NJR," "we," "us," "our" or "the Company" mean New Jersey Resources Corporation and its affiliates. For more complete information about the performance of NJR, please see our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, as filed with the SEC. This Proxy Statement and accompanying form of proxy and annual report to shareowners are being mailed to the shareowners of record as of the close of business on November 27, 2024, commencing on or about December 11, 2024. January 21, 2025 | 9:30 a.m., Eastern Standard Time Online, Via Webcast At www.virtualshareholderm

ON PROXY CARD

ITEM 1 ON PROXY CARD Our Restated Certificate of Incorporation, as amended, provides that the Board will be divided into three classes that are as nearly equal in number as possible. The Board currently consists of ten members divided into three classes with overlapping terms. Gregory E. Aliff, Thomas C. O'Connor and Michael A. O'Sullivan have each been nominated for election as a director at the Meeting for a three-year term expiring in 2028, and until their respective successors are elected and have been qualified. Each of the nominees currently serves as a director of the Company and was previously elected to the Board by our shareowners for a term expiring at the Meeting. There were no nominee recommendations from shareowners. Unless otherwise indicated on a proxy, the proxy holders intend to vote the shares each proxy represents for all nominees for election as directors. Under New Jersey law, directors are elected by a plurality of the votes cast at an election. However, the Company's Corporate Governance Guidelines provide that any nominee for director in an uncontested election who receives a greater number of shareowner votes "withheld" from his or her election than votes "for" his or her election must promptly tender a resignation to the Board for consideration. The Board's Nominating/Corporate Governance Committee will then evaluate the best interests of the Company and will recommend to the Board whether to accept or reject the tendered resignation. The Company will disclose the Board's decision of whether to accept or reject the resignation and explain how the decision was reached. Proxies solicited by the Board will be voted in favor of the nominees listed below, unless otherwise specified in the proxy. All of the nominees have consented to serve if elected. We know of no reason why any nominee would not be available for election or, if elected, would be unable to serve. While we do not anticipate that any of the nominees will be unable to serve,

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on Read The Filing