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Vistra Executive Compensation (FY25)

VST · Irving, TX · Executive and director compensation, fiscal 2023 to 2025
Data as of September 7, 2026Latest filing (8-K): May 4, 2026
252 figures on this page: 242 cited to the filing that reported them, 10 calculated from figures it prints. See the citations
Total compensation for James A. Burke, President and Chief Executive Officer, came to $15,989,188 in fiscal 2025, and the company reported a chief executive pay ratio of 117:1 for fiscal 2025, against median employee compensation of $137,164. The say-on-pay proposal drew 96.9% of votes cast for or against in favor at the meeting held April 29, 2026 for fiscal 2025. The disclosed peer group names Constellation Energy Corp., Entergy Corporation, NRG Energy, Inc., Public Service Enterprise Group Incorporated and The AES Corporation, among others. The fiscal 2025 disclosure covers 5 named executive officers.
Chief executive, fiscal 2025
◇
James A. Burke
Latest say-on-pay support
=
April 29, 2026
Chief executive pay ratio
◇
To the median employee
What changed from fiscal 2024 to fiscal 2025
The figures that moved, and by how much. Analysis of these figures is part of the Velarion platform.
Chief executive total compensation — James A. Burke: $12,236,044 → $15,989,188 (30.7% higher)
Say-on-pay support: 97.2% → 96.9% (0.3 points lower)
CEO pay ratio: 92:1 → 117:1 (27.2% higher)

Frequently asked questions

Answers drawn from the data on this page.
Who is Vistra's chief executive and what were they paid?
Total compensation for James A. Burke, President and Chief Executive Officer, came to $15,989,188 in fiscal 2025. Burke's total was 30.7% higher than the $12,236,044 reported for fiscal 2024.
What was Vistra's say-on-pay result?
The say-on-pay proposal drew 96.9% of votes cast for or against in favor at the meeting held April 29, 2026 for fiscal 2025.
Which companies are in Vistra's peer group?
The disclosed peer group names Constellation Energy Corp., Entergy Corporation, NRG Energy, Inc., Public Service Enterprise Group Incorporated and The AES Corporation, among others.
What is Vistra's chief executive pay ratio?
The company reported a chief executive pay ratio of 117:1 for fiscal 2025, against median employee compensation of $137,164.

Executive compensation

Every element reported for each named executive officer, by fiscal year.
Fiscal 2023
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
James Burke
President and Chief Executive Officer
◇—◇—◇—◇◇
Stacey Dor
Chief Strategy and Sustainability Officer & EVP Public Affairs
◇◇◇—◇—◇◇
Kristopher Moldovan
EVP and Chief Financial Officer
◇—◇—◇—◇◇
Scott Hudson
EVP and President Vistra Retail
◇—◇—◇—◇◇
Fiscal 2024
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
James Burke
President and Chief Executive Officer
◇—◇—◇—◇◇
Kristopher Moldovan
EVP and Chief Financial Officer
◇—◇—◇—◇◇
Stacey Dor
Chief Strategy and Sustainability Officer & EVP Public Affairs
◇—◇—◇—◇◇
Scott Hudson
EVP and President Vistra Retail
◇—◇—◇—◇◇
Fiscal 2025
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
James A. Burke
President and Chief Executive Officer
◇—◇—◇—◇◇
Stacey Dor
Chief Strategy and Sustainability Officer & Executive Vice President Public Affairs
◇—◇—◇—◇◇
Kristopher E. Moldovan
Executive Vice President and Chief Financial Officer
◇—◇—◇—◇◇
Scott A. Hudson
Executive Vice President and President Vistra Retail
◇—◇—◇—◇◇
Stephanie Zapata Moore
Executive Vice President, General Counsel, and Chief Compliance Officer
◇—◇—◇—◇◇
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. A negative change in pension value is shown but, as the company reports it, not included in the total.

Equity awards granted

Individual awards as disclosed: type, date, unit counts at each level, and grant date value.
Fiscal 2025
OfficerAwardGrant dateThreshold unitsTarget unitsUnits grantedMaximum unitsExercise priceGrant date fair value
James A. BurkePSU◇◇◇—◇—◇
James A. BurkeRSU◇——◇——◇
Kristopher E. MoldovanRSU◇——◇——◇
Kristopher E. MoldovanPSU◇◇◇—◇—◇
Scott A. HudsonRSU◇——◇——◇
Scott A. HudsonPSU◇◇◇—◇—◇
Stacey DorPSU◇◇◇—◇—◇
Stacey DorRSU◇——◇——◇
Stephanie Zapata MooreRSU◇——◇——◇
Stephanie Zapata MoorePSU◇◇◇—◇—◇
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. Threshold, target and maximum apply only to performance awards and are never shown for time-based or option awards.

Outstanding awards

Awards still held at fiscal year end.
As disclosed at fiscal 2025 year end
OfficerAwardUnvested unitsMarket value of unvested unitsExercise priceExpires
James BurkeRSU◇◇——
RSU◇◇——
Option◇—◇—
PSU◇◇——
Option◇—◇—
Option◇—◇—
PSU◇◇——
PSU◇◇——
RSU◇◇——
PSU◇◇——
Option◇—◇—
Kristopher MoldovanRSU◇◇——
Option◇—◇—
RSU◇◇——
RSU◇◇——
PSU◇◇——
PSU◇◇——
PSU◇◇——
Scott HudsonPSU◇◇——
RSU◇◇——
PSU◇◇——
PSU◇◇——
RSU◇◇——
Option◇—◇—
Option◇—◇—
RSU◇◇——
Stephanie MoorePSU◇◇——
RSU◇◇——
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Severance and change in control

The terms as written in the agreements.
James A. Burke
Chief Executive Officer · Terms as described in the company’s compensation discussion · citing a 2026 filing
Severance multiple◇
Change-in-control multiple◇
Equity acceleration on change in control◇
Non-compete period◇
Non-solicit period◇

Director compensation

What each non-employee director was paid.
Fiscal 2025
DirectorFees earned in cashStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Scott B. Helm
Board chair
◇◇———◇◇
John W. (Bill) Pitesa
◇◇———◇◇
Julie A. Lagacy
◇◇———◇◇
Hilary E. Ackermann
◇◇————◇
John R. (J. R.) Sult
◇◇———◇◇
Paul M. Barbas
◇◇———◇◇
Lisa Crutchfield
◇◇————◇
Arcilia C. Acosta
◇◇———◇◇
Gavin R. Baiera
◇◇———◇◇
Robert C. Walters
◇◇————◇
James A. Burke served on the board in fiscal 2025 and received no compensation for board service. Executive directors are typically paid through their executive roles, shown above.
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Director fee schedule

The standing retainers and premiums the board pays, as published.
Board cash retainer◇
Board equity retainer◇
Total board retainer◇
Board chair premium◇
Audit committee chair◇
Equity is delivered as restricted stock units.
Stock ownership guideline: 6x annual cash board retainer

Disclosed peer group

The companies this board named as its compensation comparison group. The list is disclosure; the comparison is analysis.
Fiscal 2025
  • Constellation Energy Corp. CEG
  • Entergy Corporation ETR
  • NRG Energy, Inc. NRG
  • Public Service Enterprise Group Incorporated PEG
  • The AES Corporation AES
  • UGI Corporation UGI

Say-on-pay history

Shareholder support for the compensation program, by year.
YearMeetingSupportVotes forVotes againstAbstentions
2025April 29, 2026=◇◇◇
2024April 30, 2025=◇◇◇
2023May 1, 2024=◇◇◇
2022May 2, 2023=◇◇◇
2021May 3, 2022=◇◇◇
2020April 28, 2021=◇◇◇
2019April 29, 2020=◇◇◇
2018May 20, 2019=◇◇◇
2017May 1, 2018=◇◇◇
2016May 16, 2017=◇◇◇

Chief executive pay ratio

As calculated and reported by the company.
Ratio
◇
Median employee compensation
◇
Chief executive total compensation
◇
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What this page does not include

Everything above is a fact Vistra disclosed, and it is free. Everything below is our analysis of those facts, and it is not.
Peer benchmarking
Where Vistra sits against its disclosed peers — percentile position by role and by pay element, and the ranking behind it. The disclosed peer group is free; comparisons across it are part of the Velarion platform.
Executive Compensation Report — $1,500
Written compensation analysis
A read of the pay program as designed and as paid: incentive structure, goal rigor, the alignment between the committee's stated philosophy and what the numbers show.
Executive Compensation Report — $1,500
Board and governance analysis
Committee composition, independence, director pay positioning, and the governance provisions read together rather than listed.
Board Governance Report — $1,200
Realizable pay
What the awards above are actually worth today against what they were valued at on grant, and what the gap says about the pay-for-performance link.
Velarion Intelligence
Adviser switching and vote outcomes
Two datasets covering compensation-adviser changes and what followed a contested vote. Both are part of the Velarion platform.
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Citations

Every figure on this page is cited to the document that reported it. Select any figure to see its citation.
252 figures on this page: 242 cited to the filing that reported them, 10 calculated from figures it prints.
242 cited to the filing
10 calculated from the filing

Documents cited

  1. 0001140361-26-018872
  2. 0001628280-26-019029
    2025 Director Compensation Table · CEO Pay Ratio · Compensation Discussion and Analysis · GRANTS OF PLAN-BASED AWARDS—2025 · and 4 more sections
  3. 0001193125-25-112869
  4. 0001193125-25-057930
    Summary Compensation Table—2024
  5. 0001193125-24-131947
  6. 0001193125-24-086032
    Summary Compensation Table—2023
  7. 0001193125-23-137119
  8. 0001193125-22-142900
  9. 0001193125-21-149058
  10. 0001193125-20-132407
  11. 0001193125-19-155555
    Item 5.07 Submission of Matters to a Vote of Security Holders
  12. 0001193125-18-152752
    Item 5.07 Submission of Matters to a Vote of Security Holders
  13. 0001193125-17-174980
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Velarion, “Vistra executive compensation, FY2023–FY2025.” https://intel.velarion.ai/comp/VST (accessed 2026).
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Utilities rankings

Chief executive pay — UtilitiesCEO pay ratio — UtilitiesSay-on-pay support — Utilities

Peers Vistra discloses

The companies named in VST's own disclosed peer group.

Constellation Energy Corp.Entergy CorporationNRG Energy, Inc.Public Service Enterprise Group IncorporatedUGI Corporation

Terms on this page

Say-on-Pay VoteCEO Pay RatioMedian Employee CompensationAll companies
Cite this data
APA
Velarion Company Intelligence. (2026). Velarion database: executive and board compensation data (Version 2026Q3) [Data set]. Zenodo. https://doi.org/10.5281/zenodo.22283854
BibTeX
@misc{velarionData2026,
  author = {{Velarion Company Intelligence}},
  title = {Velarion database: executive and board compensation data},
  year = {2026},
  version = {2026Q3},
  doi = {10.5281/zenodo.22283854},
  publisher = {Zenodo},
  url = {https://doi.org/10.5281/zenodo.22283854}
}
For informational purposes only. Not investment, legal, or compensation advice.  The Pay Desk · Methodology · Terms · Privacy