Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Election of Directors
On January 13, 2021, the Board of Directors (the "Board") of The AES Corporation
(the "Company") elected Teresa M. Sebastian to the Board, effective immediately,
and appointed her to the Compensation Committee, Financial Audit Committee and
Innovation and Technology Committee of the Board.
Ms. Sebastian is President and Chief Executive Officer of The Dominion Asset
Group, an angel investment and venture capital firm. Previously, Ms. Sebastian
was the Senior Vice President, General Counsel and Corporate Secretary and led
the Internal Audit function, of Darden Restaurants, Inc., from October 2010 to
March 2015. Before her time at Darden Restaurants, Ms. Sebastian served as Vice
President at Veyance Technologies, Inc., a manufacturer and marketer of
engineered rubber products, Senior Vice President at Information Resources,
Inc., a provider of information, analytics and insights, and held leadership
roles in senior management at DTE Energy Company and CMS Energy Corporation. Ms.
Sebastian also held positions in financial analysis at Michigan Consolidated Gas
Co., Morgan Stanley, and Bank of America. Ms. Sebastian is a Director of Kaiser
Aluminum Corporation (Nasdaq: KALU), Juul Labs, Inc., Edward Jones Bank, the
United Negro College Fund and the Nashville Symphony Orchestra. She is currently
involved in academia as an adjunct professor for accounting and enterprise risk
management at Vanderbilt Law School, and an adjunct professor for governance and
compliance at the University of Michigan Law School. Ms. Sebastian graduated
with a B.G.S. in Sociology from the University of Michigan, an M.B.A. from the
University of North Florida, a J.D. from Michigan State University College of
Law and a L.L.M from Wayne State University.
Ms. Sebastian will participate in the non-employee director compensation
arrangements described in the Company's 2020 proxy statement filed with the
Securities and Exchange Commission on March 6, 2020. Also, consistent with
initial grants previously offered to non-employee directors of the Company, Ms.
Sebastian will receive an initial equity grant consisting of deferred stock
units valued at $40,000.
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