Ipalco Enterprises Inc.
04/18/2024 | Press release | Distributed by Public on 04/18/2024 05:59
Management Change/Compensation - Form 8-K
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 15, 2024, the Boards of Directors of IPALCO Enterprises, Inc. ("IPALCO"), a subsidiary of The AES Corporation ("AES"), and IPALCO's principal subsidiary, Indianapolis Power & Light Company, doing business as AES Indiana ("AES Indiana"), acting through unanimous written consents, appointed Gustavo Garavaglia as Vice President and Chief Financial Officer of IPALCO and AES Indiana and to the Board of Directors of AES Indiana. Sherry Kohan, who had been serving as Interim Vice President and Chief Financial Officer of IPALCO and AES Indiana, continues to serve in her role as Senior Vice President and Chief Accounting Officer of AES.
Mr. Garavaglia also was elected on April 15, 2024 to the Board of Directors (the "Board") of IPALCO by the unanimous written consent of IPALCO's shareholders (the "Shareholders"), AES U.S. Investments, Inc. ("AES U.S. Investments") and CDP Infrastructures Fund L.P. ("CDP"), a wholly-owned subsidiary of La Caisse de dépôt et placement du Québec.
Members of the Board are nominated and elected in accordance with the terms of a Shareholders' Agreement dated February 11, 2015 (the "Shareholders' Agreement") by and among IPALCO and the Shareholders. Pursuant to the Shareholders' Agreement, AES U.S. Investments has the right to nominate nine directors of the Board and CDP has the right to nominate two directors of the Board. Mr. Garavaglia was nominated by AES.
Mr. Garavaglia,37, who also serves as a director or officer of other AES affiliates, including as Vice President and Chief Financial Officer and as a Director of IPALCO's sister company, DPL Inc., and DPL Inc.'s primary operating subsidiary, AES Ohio, had served as Chief Financial Officer of Vale Base Metals since April 2022. Prior to joining Vale, Mr. Garavaglia spent twelve years at AES, serving as Chief Financial Officer of IPALCO and AES Indiana from November 2018 to March 2022. Mr. Garavaglia also served as a director of AES Indiana from March 2019 to April 2022, and as a director or officer of other AES affiliates, including as Chief Financial Officer of DPL Inc. and AES Ohio, from November 2018 to March 2022. Prior to that, Mr. Garavaglia held several other positions while at AES, including as the Director of Financial Planning & Analysis and Development & Transactions for AES Mexico, Central America and the Caribbean ("AES MCAC"), Senior Manager of Development & Transactions for AES MCAC, Investment Analysis and Risk Manager for AES Brazil, M&A Associate for AES, and Strategic Planning Specialist for AES Brazil. Mr. Garavaglia received a Bachelor's degree in Electrical Engineering from University of Campinas (Unicamp) and a Master's degree in Business from FGV Brazil, and is a CFA Charterholder.
IPALCO and AES Indiana do not separately compensate individuals for their service as officers or members of the Board of Directors of IPALCO or AES Indiana. Mr. Garavaglia will participate in compensation plans and programs generally available to management of AES and its subsidiaries for services performed for all AES affiliates (including IPALCO and AES Indiana), including those described in IPALCO's 2022 Form 10-K/A. Other than such compensation, which generally is in excess of one hundred and twenty thousand dollars annually, Mr. Garavaglia has not entered into or proposed to enter into any transactions reportable under Item 404(a) of Regulation S-K.