Nextpower Inc. (NXT): director Sarah Slusser elected to the board

Events in this filing

Item 5.02 as filed

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 26, 2026, the Board of Directors (the “Board” ) of the Company increased the size of the Board from ten to twelve and appointed Sarah Slusser and Michael Alvarez to serve as directors of the Company. Ms. Slusser will serve as a Class II director of the Company, effective as of November 1, 2026, with a term of office expiring at the Company’s 2027 annual meeting of stockholders, and Mr. Alvarez will serve as a Class III director of the Company, effective as of December 1, 2027, with a term of office expiring at the Company’s 2028 annual meeting of stockholders.
Appointment of Sara Slusser
Ms. Slusser, 64, served as Chief Executive Officer of Cypress Creek Renewables, a leading U.S. power producer, from June 2019 through March 2026. Prior to joining Cypress Creek Renewables, Ms. Slusser founded and served as Managing Director at Point Reyes Energy Partners, LLC, a solar and energy storage advisory and development company, from September 2016 through June 2019. Prior to this, Ms. Slusser co-founded GeoGlobal Energy LLC, a geothermal company in the U.S., Chile and Germany. Before co-founding GeoGlobal, Ms. Slusser held various positions at The AES Corporation, a utility and power generation company, for 21 years, where she ultimately led the corporate mergers and acquisitions group as Senior Vice President, Global M&A. Ms. Slusser currently serves as an independent director on the board of directors of Prologis, Inc., a logistics and real estate company, since May 2025, where she serves on its audit and nomination & governance committees. From May 2020 through May 2025, Ms. Slusser served on the board of directors of TransAlta Corporation, a publicly traded Canadian electricity power generator.
Ms. Slusser earned her B.A. from Harvard University, and her M.B.A. from Yale School of Management.
The Board has determined that Ms. Slusser qualifies as an independent director in accordance with the Nasdaq listing rules and otherwise meets all applicable requirements to serve on the Board.
Ms. Slusser will be compensated in accordance with Nextpower’s non-employee director compensation program, as described in the Company’s proxy statement for the 2026 annual meeting of stockholders, as filed with the Securities and Exchange Commission on July 7, 2026 (the “2026 Proxy Statement” ).
There is no arrangement or understanding with any person pursuant to which Ms. Slusser was appointed as a member of the Board, and there are no family relationships between Ms. Slusser and any director or executive officer of Nextpower. Additionally, there are no related person transactions between Ms. Slusser and Nextpower and/or its subsidiaries that are required to be reported under Item 404(a) of Regulation S-K.
Nextpower entered into its standard director indemnification agreement with Ms. Slusser.
Appointment of Michael Alvarez
Mr. Alvarez, 70, is a Co-Founder and has served as Chief Risk Officer of Longroad Energy Holdings, LLC, a U.S.-based renewable energy company focused on developing and operating wind, solar, storage, and digital infrastructure projects throughout the U.S., since June 2026. Prior to his role as Chief Risk Officer, Mr. Alvarez served as Chief Operating Officer of Longroad Energy from April 2016 to July 2026. Prior to co-founding Longroad Energy, Mr. Alvarez served as President
and CFO of First Wind Holdings, LLC, a renewable energy company, from 2006 to 2016. Mr. Alvarez has also previously served as Vice President of Strategic Planning at Edison International, a public utility holding company and Executive Vice President, Chief Financial Officer, and General Counsel at Nexant Inc., an energy, software and consulting company.
Mr. Alvarez earned his B.A., Economics, from the University of Virginia and his J.D. from the University of Virginia School of Law.
The Board has determined that Mr. Alvarez qualifies as an independent director in accordance with the Nasdaq listing rules and otherwise meets all applicable requirements to serve on the Board.
Mr. Alvarez will be compensated in accordance with Nextpower’s non-employee director compensation program, as described in the 2026 Proxy Statement.
There is no arrangement or understanding with any person pursuant to which Mr. Alvarez was appointed as a member of the Board, and there are no family relationships between Mr. Alvarez and any director or executive officer of Nextpower. Additionally, there are no related person transactions between Mr. Alvarez and Nextpower and/or its subsidiaries that are required to be reported under Item 404(a) of Regulation S-K.
Nextpower entered into its standard director indemnification agreement with Mr. Alvarez.