As the highest governance body at Equitrans, our Board of Directors is responsible for overseeing Equitrans’ business and affairs. This oversight includes our management team’s execution of Equitrans’ business strategy to create long-term, sustainable shareholder value, in alignment with our Core Values and considering stakeholder interests. We believe the strength of our Board is its diversity of backgrounds, skills, and expertise.
Our Approach to Corporate Governance
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Governance structure and composition
2-10
Nomination and selection of the highest governance body
2-11
Chair of the highest governance body
2-12
Role of the highest governance body in overseeing the management of impacts
2-13
Delegation of responsibility for managing impacts
2-14
Role of the highest governance body in sustainability reporting
2-15
Conflicts of interest
2-16
Communication of critical concerns
2-17
Collective knowledge of the highest governance body
2-18
Evaluation of the performance of the highest governance body
2-19
Remuneration policies
2-20
Process to determine remuneration
2-21
Annual total compensation ratio
2-24
Embedding policy commitments
2-25
Processes to remediate negative impacts
2-26
Mechanisms for seeking advice and raising concerns
2-9
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2-14
2-15
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Equitrans’ Board of Directors provides general oversight of the business and affairs of Equitrans, including overseeing our management team’s execution of our business strategy to create long-term, sustainable shareholder value in alignment with our Core Values and considering stakeholder interests. During 2021 and continuing in 2022, there are nine members of the Equitrans Board of Directors. In 2021, eight members of the Board were independent, and beginning with the Annual Meeting of Shareholders in April 2022, seven are independent. Our shareholders elect directors annually. Equitrans’ four standing committees assist the Board in its oversight responsibilities and with respect to certain delegated matters, and the Board and its committees meet at least quarterly throughout the year, including to receive reports from management.
Since July 2019, the Board has concluded that combining the functions of Chairman and Chief Executive Officer (CEO) is the most effective leadership structure for Equitrans. Mr. Thomas F. Karam serves as the Chairman of the Board and as was the case in 2021, the Board, in April 2022, based on a recommendation of the Corporate Governance Committee, reappointed Mr. Karam as the Chairman of the Board for a term expiring at the Board’s 2023 annual meeting. The Board believes this structure provides Equitrans and the Board with strong leadership while maintaining appropriate independent oversight of management, with a strong Lead Independent Director in Mr. Robert F. Vagt and a board structure that is, as of April 26, 2022, 77.8% independent. In addition, a combined Chairman and CEO structure allows Equitrans to communicate its business, strategy and value to shareholders, investors, employees, other stakeholders, regulators, and the public with a single voice.
Under Equitrans’ Corporate Governance Guidelines, when the Board does not have an independent Chairman, the Board must designate an independent director as the Lead Independent Director. The Lead Independent Director convenes, presides over, and sets agendas for regularly scheduled and special executive sessions of independent/non-management directors and calls a meeting of the independent/non-management directors if requested by any other director; presides over any meeting at which the Chairman is not present; consults with the Chairman to set the annual calendar of topics to be covered at Board meetings and reviews meeting agendas; facilitates an assessment process with respect to the Board as a whole, as well as for individual directors; and serves as the designated director to speak with shareholders (when requested) and to receive communications from interested parties.
See also “Conflicts of Interest and Related Person Transactions,” which is found at the end of the Corporate Governance section of this report.
Board Committees
Equitrans’ standing committees (Audit, Corporate Governance, Management Development and Compensation, and Health, Safety, Sustainability, and Environmental (HSSE)) are composed of independent directors and routinely report to the Board. Each committee has a different set of responsibilities, and the committees are regularly asked to provide recommendations to the Board in their specific area of expertise. The Board annually reviews and codifies the committees’ respective responsibilities in written charters which are publicly available on our website. For more information on our Board and its committees, please view our 2022 Proxy Statement filed with the U.S. Securities and Exchange Commission on February 25, 2022, as well as the publicly available Board committee charters and Equitrans’ Corporate Governance Guidelines.
Audit Committee
The Audit Committee’s purpose is to assist the Board by overseeing:
The Company’s accounting and financial reporting processes and related disclosure matters
The audits of the Company’s financial statements
The integrity of the Company’s financial statements
The qualifications, independence, and performance of the Company’s registered public accountants
The qualifications and performance of the Company’s internal audit function
Compliance with legal and regulatory requirements, including the Company’s Code of Business Conduct and Ethics
Corporate Governance Committee
The Corporate Governance Committee is responsible for:
Establishing and recommending to the Board the requisite skills and characteristics to be found in individuals qualified to serve as directors
Identifying individuals qualified to become Board members consistent with criteria approved by the Board
Recommending to the Board the director nominees for each annual meeting of shareholders
Reviewing and recommending to the Board any updates to the Company's corporate governance guidelines
Recommending Committee membership, including a Chair, for each Committee
Recommending an appropriate compensation structure for the directors, including administration of stock-based plans for the directors
Reviewing plans for management succession for all executive officers other than the Chief Executive Officer (which is overseen by the full Board)
Recommending director independence determinations to the Board
Providing oversight for the corporate governance of the Company, including in connection with the corporate governance aspects of the Company's policies, programs, and strategies related to corporate social responsibility and sustainability and governance-related factors identified as part of the Company's evaluation of environmental, social, and governance (ESG) concerns
Reviewing related person transactions under the Company's related person transaction approval policy
Health, Safety, Sustainability and Environmental Committee
The HSSE Committee:
Provides input and direction to management and the Board about the Company's approach to health, safety, security (including cybersecurity), and environmental policies, programs, and initiatives, including HSSE aspects of the Company's policies, programs, and strategies related to corporate social responsibility and sustainability (and HSSE-related factors identified as part of the Company's evaluation of ESG concerns) and reviews the Company's activities in those areas
Reviews the overall adequacy of, and provides oversight with respect to, HSSE policies, programs, procedures and initiatives of the Company, including, without limitation, the Company's emergency response preparedness and HSSE matters relating to corporate social responsibility and sustainability and HSSE-related factors identified as part of the Company's evaluation of ESG concerns
Periodically reviews reports from management with respect to significant risk exposures related to HSSE (including, without limitation, risks relating to energy transition, emissions and climate change, as well as biodiversity matters) and advises the Board on management's procedures for monitoring, controlling and reporting on such exposures
Reviews the Company's disclosures regarding the Committee's role in the oversight of the Company's HSSE-related risk management
Ensures that appropriate HSSE goals are in place and evaluates the Company's progress toward those goals
Management Development and Compensation Committee
The Management Development and Compensation Committee:
Assists the Board in the discharge of its fiduciary responsibilities relating to agreements with, and the fair and competitive compensation of, the Chief Executive Officer and other executive officers
Designs, administers, and makes awards (or, as applicable, makes recommendations to the Board to make awards) under the Company's incentive compensation and equity-based plans
Provides oversight for and, as required, administers the Company's benefit plans
Oversees the Company's management development program for the Company's executive officers and other key members of management
Oversees such aspects of the Company's policies, programs, and strategies related to corporate social responsibility and sustainability, including management development and compensation matters identified as part of the Company's evaluation of ESG concerns
Prepares a report for inclusion in the Company's proxy statement for the annual meeting of shareholders
Board and Committee Performance Assessments
In accordance with our Corporate Governance Guidelines, Equitrans’ Board and standing committees conduct annual self-assessments to evaluate their performance in meeting their oversight obligations. During the Board’s self-assessment, the Board solicits comments and feedback from all of Equitrans’ directors and is provided with feedback from senior management.
The Corporate Governance Committee leads the Board’s annual performance assessment per Equitrans’ Corporate Governance Guidelines. All standing committees also conduct their own annual self-assessments, during which each director has the opportunity to provide feedback. On an annual basis, upon the completion of the assessments, the Board evaluates and discusses the results, including opportunities to continue to enhance Board and committee performance.
Board Composition and Diversity
The strength of Equitrans’ Board is its diversity of backgrounds and skills. Equitrans’ Corporate Governance Committee strives to ensure that the Board consists of individuals from diverse educational and professional experiences and backgrounds who, collectively, are positioned to provide meaningful counsel to management. All of our directors are experienced in relevant sectors such as energy, regulatory, utility, and/or government, and have experience in relevant disciplines. Additionally, the majority of our directors have prior public company board experience. Further, for 2022, 11% of our directors were persons of color.
As of April 26, 2022, our Board was composed of nine directors, the demographics of which are outlined below.
Board Composition and Diversity
2019
2020
2021
2022
Board Size
7
9
9
9
Independent Directors
5
8
8
7
Male Directors
5
5
5
5
Female Directors
2
4
4
4
Current or Former Presidents/CEOs
5
7
7
8
Board Gender Diversity (Male v. Female Directors)
Target
10 9 8 7 6 5 4 3 2 1 0
7
5
2
9
5
4
9
5
4
9
5
4
2019
2020
2021
2022
Male
Female
Continuing Director Education
Equitrans makes available continued education and development for our Board members to sharpen existing knowledge and promote Board effectiveness. Equitrans’ management, with assistance from third-party experts as needed, offers trainings related to pertinent economic, environmental, technical, social, and/or governance topics. In accordance with its charter and working with management, the Corporate Governance Committee also periodically recommends educational and training programs for the Board. Additionally, Equitrans encourages Board members to participate in external educational programs to improve topical knowledge of business affairs, and covers the cost of those programs.
The Board’s Role in Risk Oversight
In addition to general oversight of Equitrans’ business, the Board and its standing committees review major business risks and management’s mitigation plans, and delegate oversight of certain such risks to relevant Board committees. For example:
Equitrans’ Audit Committee is responsible for, among other things, discussing Equitrans’ process for assessing major risk exposures and the policies management has implemented to monitor and control such exposures, including Equitrans’ financial risk exposures, including financial statement risk, and such other risk exposures as may be delegated by the Board to the Audit Committee for oversight, and Equitrans’ risk management policies;
Equitrans’ HSSE Committee, among other things, reviews periodically and makes recommendations regarding the Company's risks (including, without limitation, risks relating to energy transition, emissions and climate change, as well as biodiversity matters) as may be delegated to the Committee by the Board; and
Equitrans’ Management Development and Compensation Committee oversees our annual risk assessment of our compensation policies and practices.
The role of each of the Board’s standing committees in respect of risk oversight is further described on page 13 in our 2022 Proxy Statement.
Equitrans’ significant risks are described in the Risk Factors section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as supplemented and updated by those risk factors included in our subsequently filed Form 10-Qs.
Communicating With the Board
Equitrans’ Board of Directors values input from our stakeholders. We are committed to communicating openly and directly at all levels of our business, which starts with our Board. Communication between our Board and stakeholders bolsters Equitrans’ commitment to acting with integrity, accountability, and transparency.
Stakeholders can direct their communications to Equitrans’ Lead Independent Director, Robert F. Vagt, and they may be made anonymously or confidentially. Interested parties may communicate directly with the Lead Independent Director (and with independent directors, individually or as a group, through the Lead Independent Director) by sending an email to ETRNPresidingDirector@equitransmidstream.com. Parties may also write to the Lead Independent Director, the entire Board, a specific Board committee, or any individual director by addressing such communication to the applicable director or directors, care of our Corporate Secretary, at:
Equitrans Midstream Corporation 2200 Energy Drive Canonsburg, PA 15317
Equitrans’ Corporate Secretary will open and promptly distribute the communication to the Lead Independent Director, the entire Board, or the relevant committee or director. Our Corporate Secretary does not forward junk mail or mass mailings.
Other Board communication methods include:
Equitrans’ Corporate Secretary
Equitrans’ Investor Relations contact
Equitrans’ management team
Equitrans’ website
The Equitrans Compliance Hotline
Traditional written correspondence
Investor Relations
Equitrans is committed to actively engaging with our shareholders and provides ample opportunity to do so. Our Investor Relations team meets regularly with our investors and potential investors to discuss our operations, strategy, and other relevant business topics. If stakeholders wish to discuss specific topics, they may schedule phone calls or meetings with Equitrans’ Investor Relations personnel.
Nomination and Selection Process
Each year, the Corporate Governance Committee reviews the qualifications and backgrounds of the directors, as well as the overall composition of the Board, and recommends to the Board for approval the slate of directors to be recommended for nomination for election at the Company’s annual meeting of shareholders. The Corporate Governance Committee will consider, in its normal course, submissions from shareholders in making its recommendations for director nominees, subject to compliance with Equitrans’ nominating requirements.
When assessing new director candidates for nomination, regardless of who recommends the candidate for consideration, the Corporate Governance Committee will consider the background, diversity, personal characteristics and business experience of the candidates against the following ideal attributes:
Director and Executive Compensation
Equitrans compensates non-employee directors with cash and equity-based compensation. Our Corporate Governance Committee reviews, and the Board approves, non-employee director compensation on an annual basis. We disclose all non-employee director compensation and relevant processes beginning on page 22 of our 2022 Proxy Statement.
The Management Development and Compensation Committee recommends, and the Board approves, the target total direct compensation for our executive officers by establishing base salaries and setting short-term (bonus) and long-term incentive targets. When appropriate, the Management Development and Compensation Committee also provides certain limited perquisites and other benefits to executive officers and other key employees. For 2021, the ratio of the total compensation of Mr. Karam, the Company’s CEO, to the median of the annual total compensation of all employees of the Company (other than the CEO) was 81 to 1, calculated in accordance with the rules of the Securities and Exchange Commission. In making this pay ratio disclosure, other companies may use assumptions, estimates and methodologies different than the Company; as a result, such ratio information may not be comparable to the information provided by other companies.
The Management Development and Compensation Committee, with the Board’s approval, reviews the performance metrics for the Company's short-term and long-term incentive programs. The Management Development and Compensation Committee also sets program target and maximum metrics, and related program payouts under the Company's programs for executive officers and reviews the appropriateness of these for all other Company personnel. After completion of the performance period, the Management Development and Compensation Committee reviews actual performance in comparison to established metrics to determine the amount of short-term and long-term incentive awards earned for each executive officer and for other Company personnel in total.
The majority of our executive officer compensation is performance-based (i.e., at-risk) and we issue the compensation in the form of both annual and long-term incentives. Individuals in a position to influence the growth of shareholder wealth have larger portions of their total compensation delivered in the form of equity-based long-term incentives. The Management Development and Compensation Committee approves annual and long-term incentive programs on a yearly basis, with recommendations from management and information from an independent compensation consultant.
Equitrans has taken deliberate steps to link compensation to, among other things, meaningful safety and sustainability performance goals. Specifically, building upon Equitrans’ continued emphasis on safe operations — above all else — and commitment to sustainability, the Management Development and Compensation Committee approved safety- and sustainability-related performance goals in Equitrans’ short- term incentive plan, including for 2021, metrics for incidents with serious potential and observations, and annualized reduction targets of pneumatic methane emissions relative to a 2019 baseline level. For 2022, our short-term incentive plan metrics include a safety proactivity rate, submission of the voluntary CDP Water Security Questionnaire, and annualized reduction targets of methane emissions relative to 2019 baseline levels.
At the Annual Meeting of Shareholders of Equitrans held on April 26, 2022, Equitrans’ shareholders considered a proposal to approve, on an advisory basis, the compensation of Equitrans’ named executive officers (NEOs) for 2021, with more than 97% of votes cast in favor of such proposal.
Details on the compensation of our NEOs are publicly available starting on page 27 of our 2022 Proxy Statement.
Conflicts of Interest and Related Person Transactions
Equitrans strives to operate with transparency and integrity at all levels of our business, and our Board practices reflect this. Our Board has adopted various policies that are intended to instill our Core Values throughout Equitrans and align our corporate conduct with stakeholder interests.
Our Code of Business Conduct and Ethics details procedures and actions to avoid potential conflicts of interest. Equitrans’ Conflicts of Interest Policy and other relevant internal policies describe and govern conflicts of interest procedures, as well as, among other things, employment of relatives, off-duty conduct, workplace relationships, and gifts and entertainment. We disclose conflicts of interest to stakeholders as required by law. Additional information regarding employee training and compliance related to various Company policies can be found in the Business Ethics and Integrity section of this report.
Equitrans evaluates all potential related person transactions. Related person transactions (which may include transactions with directors or executive officers of Equitrans) are subject to management review and, when required, must be approved by our Board’s Corporate Governance Committee in accordance with our internal Related Person Transaction Approval Policy.
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Protecting Our Critical Energy Infrastructure
With cyber-attacks on the rise in nearly every industry sector, including those related to oil/gas pipelines, there is a heightened need for teamwork and collaboration to protect our nation’s energy infrastructure. We recognize the important joint efforts of pipeline operators, government agencies, vendors, and industry groups in developing solutions to combat the complex challenges of an ever-changing cybersecurity landscape. The formation of this alliance is based on a common goal: keeping our critical infrastructure safe, secure, and reliable.
To ensure adequate resources and elevate the criticality of our industry’s cyber initiatives, Chief Executive Officers and Chief Information Officers from our nation’s major pipeline operators, as well as top leaders from various government agencies are aligned on this priority. In addition, with this level of attention and focus on cybersecurity, responsibility has gone beyond Information Technology personnel. To be truly effective, cybersecurity requires multi-disciplinary leadership involvement from other business functions, such as physical security, emergency management, facilities, legal, and supply chain.
As a natural gas pipeline operator, Equitrans Midstream transports roughly 10% of U.S. natural gas production every day, making it critical for us to know and understand the latest threat intelligence. With the knowledge gained through these industry and government relationships, we are better prepared to implement leading practices designed to counter evolving attack vectors.
“At Equitrans Midstream, we believe forming a cybersecurity partnership has helped raise the security bar across the industry, resulting in a collective benefit that is beyond what any individual pipeline operator could achieve. By working together on cybersecurity initiatives, we are striving to make the natural gas pipeline sector more secure, while at the same time continuing to provide the critical energy resources on which our nation relies.”
– Carmine Fantini, CIO, Equitrans Midstream
The continued evolution of cybersecurity threats demands a holistic response from industry, government, and suppliers. Equitrans recognizes this reality, and we work diligently every day to enhance our strong public/private sector alliance — strengthening our capabilities to protect our critical energy infrastructure.
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Philanthropy and Volunteerism
Equitrans Midstream supports the development of a sustainable workforce, which we believe is a key element for the long-term success of our Company and our communities. Preparing local students to compete in the workforce is a funding priority of the Equitrans Midstream Foundation — connecting students now with the tools they need to make positive social and economic contributions in the future. Through our E-Train On-Track committee, we also support employee volunteerism and encourage employees to donate their time in support of community-based educational initiatives.
The Education Partnership is a local non-profit organization that distributes school and classroom supplies at no cost to students and teachers in need. When the organization approached us with an opportunity to provide assistance and support for Pennsylvania schools, ranging from pre-K through grade 12, we enthusiastically volunteered both our funding and time. In 2021, through a $32,000 grant to The Education Partnership’s Adopt-a-School program, the Equitrans Midstream Foundation purchased essential school supplies for students in three southwestern Pennsylvania schools. Using our Volunteer Paid-Time-Off Program, these funds were amplified by Equitrans employees who volunteered their time to assemble more than 1,230 Power Tools Homework Kits for distribution to the students. A team of employees then attended assemblies at one of the participating high schools to conduct mini-educational sessions to discuss jobs and careers in the energy industry.
During the past two years, the Foundation has awarded $50,000 to The Education Partnership. By combining proposed funding opportunities with employee volunteerism, Equitrans can provide a greater level of community support, while at the same time encouraging employee involvement and increasing overall engagement. Our work with The Education Partnership is one example of Equitrans’ commitment to the communities in which we live and work — delivering positive impacts through both financial support and employee volunteerism.
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Emergency Response and Preparedness
In August 2021, flammable vapors from a tank vent ignited during a late afternoon electrical storm at the Equitrans Twilight Compressor Station, a natural gas gathering facility located in Washington County, Pennsylvania. Upon notification of the incident, the Equitrans crisis team quickly convened — no injuries were reported, and no significant damage occurred.
As part of our response, Equitrans technicians were immediately dispatched and, once on site, began to implement necessary safety procedures, including the closing of appropriate valves to isolate the tank. In addition, the local volunteer fire department was on site to assist with appropriate fire safety protocols.
Equitrans’ emergency procedures and closing of valves successfully allowed the flame to self-extinguish, and within a short time the tank was fully isolated. The Pennsylvania Department of Environmental Protection was notified, and, as a courtesy, local township officials and the Pennsylvania Public Utility Commission received notification of the incident.
Working together with the crisis team, our operations, safety, and compliance teams determined that the ignition occurred as a result of a lightning strike that ignited vapors from a malfunctioning tank vent. After reviewing and understanding the cause of the incident, operations worked with engineering to identify and inspect similar tank vents, as well as tank grounding, to minimize the risk of similar incidents from occurring in the future.
Recognizing the potential benefits of a flexible work model, Equitrans conducted a workplace modernization survey in June 2020, whereby office-based employees were asked to rank their workplace preferences based on a set of three “workplace personas” (anchor, flex, and remote). The next step in the process was for managers to review all positions in their departments and assign a workplace persona, or personas, to each position, based on the defined requirements of role. The final step was for employees to select their workplace persona based on the persona(s) assigned to their role.
Our workplace modernization activities, however, did not end there. As we and other companies prepared for the new normal of a larger remote workforce, E-Train recognized there would be concerns to address and conflicts to resolve — and our goal was to ensure a smooth transition as overall workplace plans were finalized. To replace our previous Telecommuting Policy, we implemented a new Workplace Modernization Policy, which includes topics such as workplace persona guidelines, relocation approval process, business travel expense protocol, and how to formally request a workplace persona assignment change.
Additionally, to assist our employees with changes related to our return-to-office (RTO), we communicated workspace scheduling information and general tax expectations (for remote employees), and created two RTO Guides:
The RTO Guide for Managers was intended to help managers prepare for working with their teams in the new era of a “distributed environment.” The guide contains key details for managing successfully in a distributed environment, including tips for utilizing shared workspaces; how to determine when it may be most effective for a manager and their team to work in the office; and how a manager can partner with their team to establish best practices and facilitate a collaborative and engaging working environment — ensuring continued performance in line with our Core Value of Excellence. Managers were asked to maintain an inclusive, forward-thinking environment that values the person as a whole instead of focusing on only the work that they produce and were reminded to always place safety first.
The RTO Guide for Employees contained FAQs about workplace personas; tips and recommended etiquette for working in a shared workspace; how to determine when it may be most effective to work in the office; best practices to ensure success; and the importance of keeping safety our top priority.
With the reopening of our offices in April 2022, roughly 61% of office-based employees are working remotely (remote persona), 37% split their time between remote and at an Equitrans location (flex persona), and 2% are working in the office full-time (anchor persona). We expect our workplace modernization model to improve employee satisfaction and retention, expand our talent pool, and create additional flexibility for our employees, while promoting continued business execution.
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Storage Integrity Management
To fulfill specific regulatory obligations by government agencies, Equitrans conducts annual audits and inspections required by the Pipeline and Hazardous Materials Safety Administration (PHMSA) and respective state agencies that oversee pipelines and related facilities. To reinforce the importance of public safety, in recent years PHMSA has conducted focused audits on Storage Integrity Management programs. These very intense, detailed audits emphasize both public safety and the environmental impacts of storage methane release. Among other benefits to the industry, this level of scrutiny provides an opportunity for natural gas pipeline operators to review, improve, and strengthen their programs.
Under PHMSA’s direction, Equitrans conducted numerous storage audits from 2018 through 2021 to gauge the strength of our Storage Integrity Management Plan (SIMP) and its adherence to published code. While there were no penalties assessed as a result of these audit activities, Equitrans did receive varying degrees of citations (i.e., Letters of Concern, Warning Letters, and Notices of Amendment) that required us to update our plans, policies, and procedures to enhance our SIMP.
In addition to addressing all cited deficiencies to improve the SIMP, Equitrans instituted the following enhancements to its storage operations:
Mitigation of risk by increasing the frequency of well-surveillance logging to every seven years, versus the previous schedule of every 15 years
Utilization of Remote Terminal Units on storage wells for 24-hour monitoring by gas control
Development and implementation of storage-specific procedures to standardize storage maintenance and operations activities across the Company
Dedicating personnel trained specifically for storage operations
As with all of Equitrans’ pipeline integrity programs, our primary focus is on safety — above all else — for our communities, employees, and pipeline facilities. The continued and enhanced safe operation of our storage assets is merely an extension of Equitrans’ overall commitment to safety.
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Culture Change Belongs to All of Us
Our goal is to create a workforce culture that is not only aligned with our values, but also inspires employees to be their best selves. Based on the findings of our initial culture assessment conducted in 2020, we implemented several culture enhancing initiatives that were aligned with our mission, vision, and strategy — including redesigning our employee recognition program, introducing 360-degree management assessments and coaching, and launching an on-demand learning platform.
In 2021, we conducted our second culture survey, which had a 78% participation rate and highlighted significant, double-digit percentile increases across all 48 culture survey questions. In conjunction with our Culture Champions Group, we attribute these culture score improvements to the many action items we implemented since conducting our previous assessment.
The survey platform we utilize measures organizations across four areas: Mission, Consistency, Involvement, and Adaptability. While we were encouraged by the results, we also recognize there are areas that require continued focus to improve our culture. Below are a few key highlights from our recent survey:
Leveraging Our Strengths
We are very strong in the areas of teamwork and agreement — illustrating strong coordination across departments, the elimination of silos, and alignment with our Core Values, which highlights a strong sense of right and wrong.
We had positive shifts in how we use our Core Values to guide our decisions & the perceptions of leaders who demonstrate these values.
We scored near the 95th percentile on most of the safety aspects, something we are very proud of as we continue to elevate our strong safety culture.
Taking Action
Based on the opportunities for improvement, we are implementing several action items that are linked to three primary focus areas:
Customer Focus: The best way to define Customer Focus is with a question — “When we get a request from a fellow employee, do we treat that request as if it came from a customer?” The success of our Company depends on all employees — from maintaining safe operations, ensuring system reliability, and designing system enhancements to closing our books, scheduling projects, running payroll, and managing our legal and regulatory concerns. As we strive to be a reliable partner inside and out, in 2022 we added customer service to our Core Value of Collaboration; and we are implementing initiatives to improve our internal customer service and ensure the timely exchange of information requests.
Strategic Direction & Intent: Employees understand the importance of connecting the dots between our strategy and their day-to-day work. Based on survey feedback, we will continue to publish our quarterly Strategic Priorities Update and schedule all-employee meetings to communicate progress on our Company’s annual priorities and objectives, which helps employees to align their individual objectives. Achieving our Company goals takes teamwork, collaboration, and individual contributions by everyone.
Capability Development: As people leaders, we want to take a more active role in the development of our employees, helping them to understand and explore opportunities for advancement. To support our managers, we rolled out training during 2022 to assist managers in having effective career conversations with employees, encouraging an open dialogue on opportunities for growth and skill development. We also updated our Core Value of Excellence to include employee capability development — reinforcing the importance of helping to improve the capabilities of our employees as a competitive advantage.
At Equitrans, culture change belongs to all of us, and each employee plays a vital role in achieving our vision of becoming the premier midstream company in North America. Our employees’ continued commitment to E-Train’s success is demonstrated by staying the course — effectively managing our business and running our operations safely, efficiently, and responsibly.
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Distracted Driving Awareness
Distracted driving is an important safety issue — whether we are traveling for work or transporting friends and family during our personal time. The tragic results of distracted driving can happen to any one of us, anywhere, and at any time. Furthermore, these distractions come in many forms and can be caused by a number of factors, such as driving while using a communications device, tending to others who are in the vehicle, using your vehicle’s audio system, or simply observing scenery as we pass it on the road.
In response to an increase in preventable vehicle accidents in 2020, Equitrans’ safety team created a Safe Driving Stand-Up, whereby supervisors were tasked with encouraging their teams to focus on changing their driving behaviors to better ensure everyone’s safety. In 2021, we placed additional emphasis on vehicle driving safety through our Companywide Distracted Driving Awarenessinitiative, which included encouraging employees to sign a distracted driving pledge as a symbol of their commitment to drive safely, be in the moment, and remain focused on the task-at-hand.
With more than 500 employees in attendance, Equitrans’ Distracted Driving Awareness campaign kicked off with a presentation by Joel Feldman, renowned distracted driver speaker. Mr. Feldman is an attorney from Philadelphia who, despite representing those impacted by distracted driving crashes, frequently drove distracted himself. Following the death of his daughter in an accident caused by a distracted driver, he changed the way he drives and the way he thinks about driving safety. In 2011, he founded EndDD.org (End Distracted Driving) and spends the majority of his professional time working to educate people about this issue — with the goal to reduce distracted driving incidents of all kinds.
Mr. Feldman shared some very powerful and personal messaging, along with several important reminders that focused on how to change driving behaviors to better ensure one’s personal safety, the safety of their passengers, as well as the safety of everyone on the road. In addition, the Equitrans Midstream Foundation expanded these important safe driving messages by partnering with EndDD to bring Mr. Feldman’s presentation to four local high schools in our Pennsylvania operating area.
In 2022, our Foundation is pleased to continue its partnership with EndDD by supporting the creation of a nationwide public service campaign geared toward preventing distracted driving among high school students.
Equitrans believes that having a safe-driving mindset should extend beyond the workplace, and we want our employees to be equipped to prevent distractions while driving for both work and personal travel. With safety as our top priority and number one Core Value, the more we share the importance of learning how to NOT DRIVE DISTRACTED, the safer all of us will be.
Under Equitrans’ Corporate Governance Guidelines, when the Board does not have an independent Chairman, the Board must designate an independent director as the Lead Independent Director. The Lead Independent Director convenes, presides over, and sets agendas for regularly scheduled and special executive sessions of independent/non-management directors and calls a meeting of the independent/non-management directors if requested by any other director; presides over any meeting at which the Chairman is not present; consults with the Chairman to set the annual calendar of topics to be covered at Board meetings and reviews meeting agendas; facilitates an assessment process with respect to the Board as a whole, as well as for individual directors; and serves as the designated director to speak with shareholders (when requested) and to receive communications from interested parties.
