Enbridge Inc 10-K/A, filed Mar 11, 2025

About this 10-K/A

Enbridge Inc (ENB)

10-K/A 2025-03-11 For: 2024-12-31

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Enbridge Inc filed this 10-K/A on March 11, 2025, covering the fiscal year ended December 31, 2024.

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Canada		98-0377957
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares	ENB	New York Stock Exchange


		Page
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance		4
Item 11.	Executive Compensation		21
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		73
Item 13.	Certain Relationships and Related Transactions, and Director Independence		75
Item 14.	Principal Accounting Fees and Services		75
	PART IV
Item 15.	Exhibits and Financial Statement Schedules		77
Item 16.	Form 10-K Summary		77
	Exhibit Index		78
	Signatures		79



Audit, Finance and Risk Committee	Sustainability Committee	Governance Committee	Human Resources and Compensation Committee	Safety and Reliability Committee

Teresa S. Madden (Chair)¹	Susan M. Cunningham (Chair)	Stephen S. Poloz (Chair)	Steven W. Williams (Chair)	Gaurdie E. Banister (Chair)

Gaurdie E. Banister	Jason B. Few	Mayank M. Ashar	Mayank M. Ashar	Douglas L. Foshee

Jason B. Few¹	Theresa B.Y. Jang	Teresa S. Madden	Susan M. Cunningham	Manjit Minhas

Theresa B.Y. Jang¹	Manjit Minhas	S. Jane Rowe	Douglas L. Foshee	Stephen S. Poloz

			S. Jane Rowe	Steven W. Williams


Auditor Firm ID: PCAOB ID 271		Auditor Name: PricewaterhouseCoopers LLP		Auditor Location: Calgary, Canada



Public
Hewlett Packard Enterprise Company (public technology company) Broadridge Financial Solutions Inc. (public financial services company)		• Director • Chair, human resources and compensation committee • Member, audit committee • Director • Chair, audit committee • Member, governance and nominating committee


		Gregory L. Ebel President & CEO

		Patrick R. Murray Executive Vice President & Chief Financial Officer (“CFO”)

		Cynthia L. Hansen Executive Vice President & President, Gas Transmission & Midstream

		Colin K. Gruending Executive Vice President & President, Liquids Pipelines

		Reginald D. Hedgebeth¹ Executive Vice President, External Affairs & Chief Legal Officer



		2024 achievements • Achieved over 37% total shareholder return (“TSR”) • Record financial results, continuing our 19-year history of meeting or exceeding financial guidance • Announced 30^th consecutive annual dividend increase • Completed the $19 billion acquisition of three premier U.S. natural gas utilities • Placed over $5 billion of growth capital into service • Sanctioned $8 billion of new organic growth diversified across all four business units • Acquired equity stakes in the Whistler Pipeline joint venture and the Delaware Basin Residue (“DBR”) system, establishing a Permian Basin natural gas footprint • Reached a negotiated settlement on Texas Eastern Pipeline • Recycled over $3 billion of capital at attractive valuations • Issued 23^rd annual Sustainability Report


		Align to Enbridge’s business strategy • Our compensation programs are designed to motivate management to deliver exceptional value by focusing on safe and reliable operations while maintaining financial strength and flexibility and executing on growth opportunities consistent with our low-risk business model • Compensation program payouts are designed to align with achievement of our strategic priorities and outcomes
		Align to Enbridge’s values • Enbridge is committed to delivering steady, visible and predictable results, and operating our assets in an ethical and responsible manner • Our compensation programs reward behaviours and outcomes closely aligned to our values • We assess performance and compliance against our sustainability metrics
		Attract and retain a highly effective executive team • Incenting and engaging a high performing executive team is essential for achieving our strategic goals and desire to build a sustainable future for Enbridge • Total direct compensation is targeted at the median of our compensation benchmarking peer group of U.S. and Canadian companies to reflect Enbridge’s identity as a North American leader • Compensation programs reward employees for high performance and their potential for future contributions



				What we do						What we don’t do

				• Use a pay-for-performance philosophy whereby the majority of compensation provided to executives is “at risk”. “At risk” payouts are not guaranteed, and threshold performance must be achieved for a payout to occur. In 2024, the percentage of total target compensation considered “at risk” for the President & CEO was 89% and an average of 83% for the other NEOs						• Count performance stock units or unexercised stock options toward share ownership requirements • Grant stock options with exercise prices below 100% fair market value or re-price out-of-the-money options • Allow repricing or cash buyout of underwater options without shareholder permission • Provide stock options to non-employee directors • Permit hedging of Enbridge securities by directors, officers, or other employees • Use employment agreements with single-trigger voluntary termination rights in favour of executives • Grant loans to directors or senior executives • Guarantee incentive payouts • Apply tax gross-ups to awards • Provide excessive perquisites
				• Use a blend of short-, medium- and long-term incentive awards that are linked to business plans for the respective timeframe
				• Incorporate risk management principles into decision-making processes to help ensure compensation programs do not encourage inappropriate or excessive risk-taking by executives
				• Regularly review executive compensation programs through independent third-party experts and advisors to support regulatory compliance and ongoing alignment with shareholders
				• Use both preventative and incident-based safety, environmental and operational metrics that are directly linked to short-term incentive awards with a maximum payout of 2x target
				• Executives are required to meet minimum share ownership guidelines, which are regularly reviewed to align with market practices, motivate executives to create long-term value, and align the interests of executives with those of Enbridge shareholders
				• Benchmark executive compensation programs against a compensation peer group of similar companies (by organization size, industry and geography) in North America, to assess that executives are compensated at competitive levels
				• Uphold clawback policies, including our Incentive Compensation Clawback Policy, covering all cash bonuses and equity-based incentive awards granted or paid, intended to prevent or rectify situations whereby employees engage in misconduct (defined to include fraud or willful misconduct), and the Clawback Policy for the Mandatory Recovery of Erroneously Awarded Incentive-Based Compensation, which aligns with SEC and NYSE requirements
				• Use double-trigger change in control provisions within all cash and incentive plan agreements
				• Hold an annual advisory shareholder vote on our approach to executive compensation, commonly known as “say on pay” and regularly engage with shareholders on our executive compensation program philosophy
				• Regularly perform quantitative modelling, stress test performance, and potential compensation scenarios to assess reasonability of executive awards as compared to our compensation peer group



Nature of work	Approximate fees in 2024 ($)		Approximate fees in 2023 ($)

Executive compensation related¹		569,993		406,106

All others²		5,607,224		7,389,719

Total		6,177,217		7,795,825



Timeframe	Short-term		Medium-term		Long-term

Variability	Fixed	At-risk

Compensation element	Base Salary	Short-term Incentive Plan (“STIP”)	Performance Stock Units (“PSUs”)	Restricted Stock Units (“RSUs”)	Incentive Stock Options (“ISOs”)

Reference for more information	• Page 35	• Page 35	• Page 39	• Page 41	• Page 41

Key features	• Reviewed annually, with consideration of scope and role responsibilities, competency, and market conditions • Increases based on performance and market data	• Annual incentive reward based on one company scorecard shared by all employees with variability of business unit financial performance	• Granted annually • Three-year term • Subject to performance hurdles and results achieved against predetermined criteria • Realized value of units based on share price at vesting • Paid in cash	• Granted annually • Three-year cliff vest • Realized value of units based on share price at vesting • Share-settled	• Vest over four years and have a 10-year term • Realized value based on share price difference at grant date and at time of exercise

Objectives	• Fixed cash compensation for performing day-to-day responsibilities of the role	• Motivate delivery of results tied to executing the business strategy • Reward achievement for performance year	• Align with the interests of shareholders • Motivate strong performance relative to external peers, long-term strategic goals, progressing sustainability, and longer-term value generation, and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation



Priorities		Actions

1.	Safety and operational reliability	• Despite achieving overall strong performance in our occupational and process safety metrics, including best Total Recordable Incident Frequency in company history, there were fatality incidents in our utility business. Our goal is to eliminate fatalities and life-altering injuries, and we are taking proactive action to apply learnings from these events to improve our ability to prevent future incidents • Executed integrity and maintenance capital programs efficiently and effectively across each business

2.	Extend growth through disciplined capital allocation	• Placed $5 billion of secured growth capital into service generating attractive risk-adjusted returns • Sanctioned Sequoia Solar, Orange Grove and Fox Squirrel Phases 2 and 3, which have a combined expected generation capacity of over 1,000 MW • Sanctioned a 120kbpd expansion of Gray Oak Pipeline • Reached a positive final investment decision on Tennessee Ridgeline Expansion project, which will deliver natural gas for the Tennessee Valley Authority to support the replacement of an existing coal-fired power plant • Sanctioned US$0.9 billion of offshore pipelines to serve bp’s Kaskida development and Shell and Equinor’s Sparta development • Acquired a 19% stake in the Whistler Pipeline joint venture with WhiteWater/I Squared Capital and MPLX, which operates critical natural gas infrastructure in the Permian Basin • Sanctioned the Blackcomb Pipeline in the Permian Basin, expected to be in service in 2026 • Acquired a 15% interest in the DBR pipeline system in Texas which is directly connected to the Whistler Pipeline and extends Enbridge’s Permian Basin service offering • Purchased two marine docks and more land adjacent the Enbridge Ingleside Energy Center (“EIEC”), considerably increasing Very Large Crude Carrier loading windows and enhancing development potential at the terminal • Advanced multi-year utility growth and Gas Transmission modernization programs

3.	Maintain financial strength and flexibility	• Achieved record adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $18.6 billion¹, above the guidance range, and an increase over 2023 of 13% • Achieved DCF per share of $5.56¹, within the recast guidance range • Increased the 2025 quarterly dividend by 3% to $0.9425 ($3.77 annualized) per share, reflecting the 30^th consecutive annual increase within our target payout ratio • Within target debt-to-EBITDA range of 4.5x to 5.0x¹ • Rated A (low) by DBRS, BBB+ by S&P and Fitch, and Baa2 by Moody’s • Managed foreign exchange and interest rate volatility with enterprise-wide financial risk management program • Announced sale of East West Tie interest at strong valuation for cash proceeds of $129 million

4.	Participate in energy transition over time	• Issued 23^rd annual Sustainability Report • Continued progress on our Indigenous Reconciliation Action Plan commitments • Advanced geological work and engineering for the Wabamun Carbon Hub • Acquired a 45% equity interest in OnStream and agreed to act as OnStream’s preferred CO₂ transportation provider • Brought Fécamp offshore wind, Provence Grand Large, and Fox Squirrel Solar Phase 2 and 3 into service



Executive	Base salary increase April 1, 2024 (%)		Base salary at December 31, 2024¹ ($)

Gregory L. Ebel		3.7%		2,013,480

Patrick R. Murray		4.0%		764,400

Cynthia L. Hansen		4.0%		979,414

Colin K. Gruending		4.0%		910,000

Reginald D. Hedgebeth		4.0%		972,223



Metrics	Description	Weight	2024 Result	Status
Enterprise financial performance	• DCF per share target, threshold, and maximum were set using the external financial guidance range. For any payout to occur, Enbridge must achieve threshold performance, and for a maximum payout to occur, Enbridge must achieve the top of the guidance range, which allows for appropriate stretch in the plan	40%	• DCF per share¹ achieved within the guidance range • Demonstrates Enbridge as a secure investment to our shareholders through the strength of our performance, full value recognition of our assets, and supports our annual dividend growth rate

Business unit financial performance	• Quantitative assessment of business unit performance is measured by EBITDA	25%	• EBITDA outcome highlights our ability to maintain strong cost control to ensure operating budgets are managed responsibly
			Central Functions² Liquids Pipelines Gas Transmission
Safety	• Quantitative assessment of serious injury frequency (“SIF”), total recordable injury frequency (“TRIF”), process safety performance (“PSEF”)	17.5%	• Despite strong overall safety results tied to our metrics, the HRC Committee used their discretion to reduce the overall safety score for employees, and to make an additional downward adjustment for executives in acknowledgement of the severity of fatalities in the year

Strategy & execution	• Cost performance against approved threshold, target, and maximum goals at the start of the year on a total project cost at completion basis • Forecast portfolio return (weighted average) of approved projects against approved return • Represents quantitative assessment of progressive reduction of GHG emissions intensity from our operations (Scope 1 and 2) towards achieving our target of a reduction of 35% by 2030 • Strengthen inclusion in our workforce³ • Cyber protection measured by percent click rate (that fell victim to) in phishing compliance simulation	17.5%	• Cost performance achievement was slightly above target and the outcomes were bolstered by strong forecasted portfolio results • Drives the efficient design, construction and operation of major projects • Displays our continued commitment to progressing sustainability

2024 Enbridge scorecard		100%	• Central Functions 152% • Liquids Pipelines 156% • Gas Transmission & Midstream 153%



Executive	Base salary ($)¹		STIP target (%)		Target award ($)¹		Enbridge scorecard award ($)¹			Individual award ($)^1,6		Actual award ($)¹		Payout as a % of target

Gregory L. Ebel		2,013,480		145%		2,919,546		4,101,962	²		656,898		4,758,860		163%

Patrick R. Murray		764,400		100%		764,400		987,605	³		166,257		1,153,862		151%

Cynthia L. Hansen		979,414		100%		979,414		1,273,728	⁴		235,059		1,508,788		154%

Colin K. Gruending		910,000		100%		910,000		1,206,660	⁵		204,750		1,411,410		155%

Reginald D. Hedgebeth		972,223		90%		875,001		1,130,501	³		177,186		1,307,687		149%



	PSUs	RSUs	ISOs

Term	Three years	Three years	10 years

Description	Phantom shares/units with performance conditions that affect the payout	Phantom shares/units	Options to acquire Enbridge shares For U.S. participants, awards are granted in non-qualified options that do not meet the requirements of Section 422 of the U.S. Internal Revenue Code

Frequency	Granted annually	Granted annually	Granted annually

Performance conditions	DCF per share growth relative to a target set at the beginning of the term (45% weight)	n/a	Stock price appreciation from date of grant
	TSR performance relative to performance peer group (45% weight)
	GHG emissions intensity reduction (10% weight)

Vesting	Units cliff vest at the end of the term, including dividend equivalents as additional units	Units cliff vest at the end of the term, including dividend equivalents as additional units	Options vest 25% per year over four years, starting on the first anniversary of the grant date

Payout	Paid out in cash based on market value of an Enbridge share at maturity, subject to adjustment from 0-200% based on achievement of the performance conditions above	Settled in shares at the end of the term	Participant acquires Enbridge shares at the exercise price defined as fair market value at the time of grant



Executive	Medium- and long-term incentives target		Annual grant target
Executive	Medium- and long-term incentives target		PSUs		RSUs		ISOs

Gregory L. Ebel		650%		390%		130%		130%

Patrick. R. Murray		425%		255%		85%		85%

Cynthia L. Hansen		425%		255%		85%		85%

Colin K. Gruending		425%		255%		85%		85%

Reginald D. Hedgebeth		350%		210%		70%		70%



Performance peer group: relative TSR

Canada

Canadian Utilities Limited Class A		Pembina Pipeline Corporation

Fortis Inc.		TC Energy Corporation

U.S.

CenterPoint Energy, Inc.		NiSource Inc.

Dominion Energy Inc.		ONEOK, Inc.

DTE Energy Company		PG&E Corporation

Duke Energy Corporation		Plains All American Pipeline, L.P.

Energy Transfer LP		Sempra Energy

Enterprise Products Partners L.P.		The Southern Company

Kinder Morgan, Inc. Class P		The Williams Companies, Inc.

NextEra Energy, Inc.


Greg Ebel

President & CEO Effective date in role: January 1, 2023 Location: Houston, Texas Length of service¹ 2 years ¹ Prior to his appointment as President & CEO, Mr. Ebel held the position of Chair of the Enbridge Board since 2017. Prior to his role as Chair of the Board, Mr. Ebel served as Chairman, President & CEO of Spectra Energy Corp from 2009 until February 27, 2017.	Mr. Ebel serves as the President & CEO and is responsible for setting and executing Enbridge’s strategic priorities.
	2024 accomplishments
	• Delivered strong safety, integrity and reliability programs and continued to enhance our safety programs, including contractor safety management and damage prevention • Exceeded EBITDA guidance and achieved DCF per share guidance through strong operational, commercial and cost management performance • Maintained a strong balance sheet and high investment credit rating, while completing the $19 billion U.S. natural gas utility acquisitions and related financing ahead of target schedule • Increased 2025 quarterly dividend by 3%, reflecting the 30^th consecutive annual increase • Placed $5 billion of secured growth capital into service • Secured $8 billion of accretive organic projects, which increased secured backlog to $26 billion, including highly strategic offshore oil and natural gas pipelines, final investment decision on Tennessee Ridgeline Expansion, Sequoia Solar, Orange Grove and Fox Squirrel Phases 2 and 3, expansion of the Gray Oak Pipeline, and the Blackcomb Pipeline • Strengthened relationships with Indigenous and neighboring communities; proposed Seven Stars Energy Project in southern Saskatchewan, further strengthening our Indigenous relationships in the region • Advanced more than $20 billion of acquisitions including three natural gas utilities in the U.S., 19% equity stake in the Whistler Pipeline joint venture, 15% interest in the DBR natural gas system, and additional marine docks and land space adjacent to the EIEC to support future U.S. Gulf Coast expansion • Executed divestiture of Enbridge interests at premium valuations releasing capital for redeployment, including the $3.1 billion divestiture of interests in the Alliance Pipeline and Aux Sable • Achieved strong volumes on Liquids Mainline, Gray Oak, and at EIEC • Mainline tolling agreement approved by the Canada Energy Regulator (“CER”) • Reached favourable settlements on Texas Eastern, Saltville Gas Storage, Algonquin Gas Transmission and the U.S. portion of Maritimes & Northeast • Reliably operated Line 5 for customers and society in the face of opposition in certain states • Approval received for strategic maintenance work on Line 5 in northern Wisconsin • Delivered on significant customer engagement across business lines • Engaged in significant shareholder outreach and realized top-rated investor relations program results • Engaged in significant public policy advocacy with Canadian and U.S. governments to enhance the Company’s reputation and brand • On track with 2030 GHG emissions intensity reduction target
	2024 actual pay mix

	Enbridge share ownership

	Actual share ownership²	Minimum requirement	Ownership requirements achieved

	20x	8x	Yes

	²See Share ownership on page 42 for more information


Patrick R. Murray

Executive Vice President & Chief Financial Officer Effective date in role July 1, 2023 Location: Calgary, Alberta Length of service: 27 years	Mr. Murray is responsible for all corporate financial affairs of the Company including financial planning and reporting, tax, treasury, financial risk management, and technology and information services.
	2024 accomplishments
	• Stewarded the Company’s financial performance to achieve greater than budgeted results, surpassing the top end of EBITDA recast guidance range • Raised approximately $13.6 billion of long-term debt, hybrid and equity financing on attractive terms, in support of the Company’s growth and acquisition program • Stewarded the closing of the $19 billion acquisition of three premier U.S. natural gas utilities and related financing ahead of target schedule • Maintained a strong balance sheet and investment grade credit ratings • Executed divestiture of Enbridge interests at attractive valuations, releasing capital for redeployment, including the $3.1 billion divestiture of interests in the Alliance Pipeline and Aux Sable • Supported key transactions to advance Enbridge’s long-term growth strategy, including acquisitions of natural gas and liquids assets in the Permian Basin and U.S. Gulf Coast, sanctioning Sequoia Solar, Orange Grove and Fox Squirrel Phase 2 and 3 and completing the acquisition of Morrow Renewables • Developed the 2025 budget, financing plan, and three-year outlook • Engaged in significant shareholder outreach and maintained top-rated investor relations program results • Implemented senior management rotations to develop bench strength and succession planning • Successfully enabled a seamless transition of the TIS oversight function and continued strong employee engagement scores in the Finance and TIS teams
	2024 actual pay mix

	Enbridge Shares held

	Actual share ownership¹	Minimum required	Ownership requirements achieved

	1x	4x	No. Mr. Murray had met the share ownership requirements of his previous role, and has four years from July 1, 2023, the effective date of his current role, to meet the share ownership requirements.
	¹See Share ownership on page 42 for more information


Cynthia L. Hansen

Executive Vice President & President, Gas Transmission & Midstream Effective date in role: March 6, 2022 Location: Houston, Texas Length of service: 25 years	Ms. Hansen is responsible for Enbridge’s natural gas transmission and midstream business across North America.
	2024 accomplishments
	• Delivered strong business unit safety and environmental performance • Exceeded business unit EBITDA budget through solid operational performance • Reached favourable settlements on Texas Eastern, Saltville Gas Storage, Algonquin Gas Transmission and the U.S. portion of Maritimes & Northeast • Delivered system reliability with completion of 100% of critical system preventative maintenance, hurricane, and winterization work • Advanced Texas Eastern Modernization with replacement of 12 reciprocating compressors with two new lower emission / high reliability units and obtained approval for fourth phase • Achieved 100% revenue contract renewal rate on our major pipelines • Advanced capital opportunities including final investment decision on Tennessee Ridgeline Expansion, Texas Eastern Venice Extension, T-North Expansion (Aspen Point), Woodfibre LNG, T-South Expansion (Sunrise), Appalachia to Market II, Sparta, Canyon System Pipelines, Longview RNG and Lexington RNG • Completed acquisition of Tomorrow Renewables, which includes six operating landfill-to-gas facilities in Texas and Arkansas • Entered into the Whistler Pipeline joint venture with WhiteWater/I Squared Capital and MPLX, as well as interest in the DBR pipeline system, and sanctioned Blackcomb Pipeline, for natural gas pipeline and storage assets connecting Permian Basin natural gas supply to the growing U.S. Gulf Coast demand • Agreed to acquire 45% interest in OnStream CO₂ LLC, which is developing carbon capture and sequestration projects along the southern coast of Louisiana (in collaboration with Liquids Pipelines) • Exceeded sustainability performance goals including reduction of GHG emissions intensity • Advanced lower-carbon solutions both directly and with customers, including investments and pilot projects in RNG, hydrogen, carbon capture and storage and other technology innovations • Integrated recently acquired assets including Tres Palacios, Tomorrow RNG, Aitken Creek • Executed divestiture of interests in the Alliance Pipeline and Aux Sable
	2024 actual pay mix

	Enbridge Shares held

	Actual share ownership¹	Minimum required	Ownership requirements achieved

	18x	4x	Yes

	¹See Share ownership on page 42 for more information


Colin K. Gruending

Executive Vice President & President, Liquids Pipelines Effective date in role: October 1, 2021 Location: Calgary, Alberta Length of service: 25 years	Mr. Gruending is responsible for Enbridge’s crude oil and liquids pipeline business across North America.
	2024 accomplishments
	• Exceeded business unit safety targets for reductions in employee and contractor injuries and motor vehicle incidents • Significantly exceeded business unit reliability and environmental performance targets with strong risk management practices • Significantly exceeded business unit EBITDA budget, delivering $9.7 billion through strong operational performance and system wide throughput optimization with record throughput on multiple systems • Received approval of the Mainline Tolling Settlement from the CER • Exceeded Mainline volumes budget, delivering ~3,061kbpd despite a more competitive environment for Western Canada Sedimentary Basin egress • Reliably operated Line 5 for customers and society in the face of opposition in certain states • Executed robust system integrity management program on time and budget • Re-contracted the Southern Lights and Bakken Pipeline systems following successful open seasons • Expanded our U.S. Gulf Coast liquids super-system by sanctioning 2.5 million barrels of additional storage at EIEC, sanctioning a 120kbpd expansion of the Gray Oak Pipeline, and acquiring additional marine docks and land adjacent to EIEC • Further advanced a portfolio of lower-carbon hub investments towards 2025 final investment decisions • Exceeded sustainability performance goals including reduction of GHG emissions intensity • Strengthened relationships with Indigenous and neighboring communities; proposed Seven Stars Energy Project in southern Saskatchewan, further strengthening our Indigenous relationships in the region
	2024 actual pay mix

	Enbridge Shares held

	Actual share ownership¹	Minimum required	Ownership requirements achieved

	9x	4x	Yes

	¹See Share ownership on page 42 for more information


Reginald D. Hedgebeth

Executive Vice President, External Affairs & Chief Legal Officer Effective date in role: January 1, 2024 Location: Houston, Texas Length of service: 1 year	Mr. Hedgebeth is responsible for Law, Public Affairs, Communications & Sustainability (“PACS”), Corporate Security and Aviation.
	2024 accomplishments
	• Led organizational change through workforce reductions and restructuring, maintaining business continuity and high team engagement • Unified Legal, PACS, Aviation and Enterprise Security teams, aligning objectives and driving operational efficiency • Achieved a 10% reduction in spend in Legal and PACS by streamlining operations and optimizing internal resources • Secured regulatory approvals for the acquisition of three premier U.S. natural gas utilities and advanced permitting for a number of projects in Canada and the U.S. • Supported integration of U.S. natural gas utility assets, ensuring seamless governance and operational transition • Advanced Tennessee Ridgeline Expansion, Canyon, T-North Expansion (Aspen Point), T-South Expansion (Sunrise), and other key projects by securing regulatory approvals and negotiating complex agreements • Reached favourable settlements on Texas Eastern, Saltville Gas Storage, Algonquin Gas Transmission and the U.S. portion of Maritimes & Northeast • Engaged with federal, provincial, and state officials to advance key regulatory and permitting initiatives • Improved corporate reputation with double-digit gains in brand trust and responsibility through targeted campaigns • Addressed security risks through facility upgrades and audit-driven corrective actions, reducing vulnerabilities significantly • Expanded the drone inspection program, reducing costs and improving facility safety • Introduced productivity improvements, including artificial intelligence tools, thereby streamlining workflows and enhancing productivity • Expanded digital outreach through social media, custom podcasts, and executive visibility initiatives • Expanded mentorship and leadership programs, enhancing succession planning and cross-functional development • Strengthened relationships with Indigenous stakeholders, fostering collaboration on critical projects • Supported Indigenous partnerships and equity initiatives, advancing commitments under the Indigenous Reconciliation Action Plan • Aligned external affairs and legal strategies with sustainability objectives that were incorporated into the 23^rd Annual Sustainability Report, reinforcing Enbridge’s leadership in responsible energy development
	2024 actual pay mix


	Enbridge Shares held

	Actual share ownership¹	Minimum required	Ownership requirements achieved

	0x	4x	No. Mr. Hedgebeth has four years from January 1, 2024, the effective date of his current role, to meet the share ownership requirements

	¹See Share ownership on page 42 for more information



Name and principal position	Year		Salary¹ ($)		Stock- based awards² ($)		Option- based awards³ ($)		Non- equity incentive plan compen- sation⁴($)		Pension value⁵ ($)		All other compen- sation⁶ ($)		Total ($)

Gregory L. Ebel⁷ President & Chief Executive Officer		2024		1,995,601		12,736,743		3,184,176		4,758,860		848,000		259,083		23,782,463
Gregory L. Ebel⁷ President & Chief Executive Officer		2023		1,780,110		9,256,836		2,314,115		4,418,945		721,000		241,778		18,732,784

Patrick R. Murray Executive Vice President & Chief Financial Officer		2024		757,090		2,499,065		624,754		1,153,862		356,000		-		5,390,771
		2023		559,284		1,557,749		389,533		911,271		2,632,000		-		6,049,837
		2022		358,965		610,276		152,618		270,000		324,000		30,778		1,746,637

Cynthia L. Hansen Executive Vice President & President, Gas Transmission & Midstream		2024		970,045		3,201,986		800,477		1,508,788		709,000		29,771		7,220,067
		2023		833,507		2,523,448		630,803		1,450,544		1,296,000		26,108		6,760,410
		2022		724,160		6,310,923		561,450		1,129,396		2,091,000		106,898		10,923,827

Colin K. Gruending Executive Vice President & President, Liquids Pipelines		2024		901,298		2,975,053		743,753		1,411,410		707,000		-		6,738,514
		2023		840,145		2,494,351		623,618		1,553,125		1,361,000		-		6,872,239
		2022		720,244		5,173,859		543,448		957,405		855,000		20,775		8,270,731

Reginald D. Hedgebeth⁸ Executive Vice President, External Affairs & Chief Legal Officer		2024		962,926		2,617,527		654,381		1,307,687		295,000		29,771		5,867,292
		2023		248,908		1,318,619		-		349,691		81,000		-		1,998,218



Annual grants	C$		US$

February 14, 2024		46.37		34.19

February 15, 2023		53.06		39.77

February 16, 2022		52.61		41.30

Additional grants	C$		US$

September 30, 2023^a		-		33.19

August 8, 2023^b		48.08		-

September 30, 2022^c		53.96		40.10



	February 2024				August 2023^a		February 2023				February 2022

Assumptions	C$		US$		C$		C$		US$		C$		US$

Expected option term		6 years		6 years		6 years		6 years		6 years		6 years		6 years

Expected volatility		19.772%		22.925%		20.967%		20.860%		23.501%		20.971%		23.589%

Expected dividend yield		8.108%		8.108%		7.351%		6.712%		6.712%		6.516%		6.516%

Risk free interest rate		3.544%		4.198%		3.497%		3.209%		3.910%		1.801%		1.981%

Exercise price		$46.37		$34.19		$48.08		$53.06		$39.77		$52.61		$41.30

Option value		$3.53		$3.58		$4.92		$5.53		$5.23		$4.75		$4.65



Executive	Perquisites ($)^a		Matching contribution under retirement savings plan ($)^b		Total ($)^c

Gregory L. Ebel		229,312		29,771		259,083

Patrick. R. Murray		-		-		-

Cynthia L. Hansen		-		29,771		29,771

Colin K. Gruending		-				-

Reginald D. Hedgebeth		-		29,771		29,771



Executive		Option-based awards¹												Share-based awards
	Plan type	Grant date		Number of securities underlying unexercised options (#)		Option exercise price ($)		Option expiry date		Value of in-the-money unexercised options				Number of units that have not vested (#)		Market or payout value of units not vested² ($)		Market or value of vested share-based awards not paid out or distributed³ ($)
	Plan type	Grant date		Number of securities underlying unexercised options (#)		Option exercise price ($)		Option expiry date		Vested ($)		Unvested ($)		Number of units that have not vested (#)		Market or payout value of units not vested² ($)

Gregory L. Ebel	ISO		2/14/2024		618,436		US34.19		2/14/2034		-		7,328,942
Gregory L. Ebel	ISO		2/15/2023		335,560		US39.77		2/15/2033		320,931		962,792

	ISO⁴		2/16/2016		405,408		US28.87		2/16/2026		7,906,264		-

	RSU		2/14/2024												69,534		4,243,175

	RSU		2/15/2023												51,033		3,114,199

	PSU		2/14/2024												208,603		12,729,524

	PSU		2/15/2023												153,100		9,342,598

Patrick R. Murray	ISO		2/14/2024		176,984		46.37		2/14/2034		-		2,591,046
Patrick R. Murray	ISO⁵		8/8/2023		48,174		48.08		8/8/2033		155,729		467,161

	ISO		2/15/2023		27,580		53.06		2/15/2033		54,815		164,446

	ISO		2/16/2022		32,130		52.61		2/16/2032		134,946		134,946

	ISO		2/18/2021		37,050		43.81		2/18/2031		477,954		159,306

	ISO		2/20/2020		21,880		55.54		2/20/2030		119,684		-

	ISO		2/21/2019		32,970		48.30		2/21/2029		419,049		-

	ISO		2/27/2018		28,880		43.02		2/27/2028		519,551		-

	ISO		2/28/2017		35,960		55.84		2/28/2027		185,913		-

	ISO		3/2/2015		40,750		59.08		3/2/2025		78,648		-

	RSU		2/14/2024												14,468		882,712

	RSU⁵		8/8/2023												5,500		335,548

	RSU		2/15/2023												3,319		202,493

	RSU		2/16/2022												3,511		214,227

	PSU		2/14/2024												43,403		2,648,006

	PSU⁵		8/8/2023												16,499		1,006,576

	PSU		2/15/2023												9,969		608,185

	PSU		2/16/2022												-		-		670,384

Cynthia L. Hansen	ISO		2/14/2024		155,470		US34.19		2/14/2034		-		1,842,439
Cynthia L. Hansen	ISO		2/15/2023		91,470		US39.77		2/15/2033		87,484		262,445

	ISO		2/16/2022		118,200		52.61		2/16/2032		496,440		496,440

	ISO		2/18/2021		98,800		43.81		2/18/2031		1,274,520		424,840

	ISO		2/20/2020		105,000		55.54		2/20/2030		574,350		-

	ISO		2/21/2019		125,580		48.30		2/21/2029		1,596,122		-

	ISO		2/27/2018		115,380		43.02		2/27/2028		2,075,686		-

	ISO		2/28/2017		89,190		55.84		2/28/2027		461,112		-

	RSU		2/14/2024												17,481		1,066,757

	RSU		2/15/2023												13,912		848,942

	RSU		2/16/2022												12,919		788,206

	PSU		2/14/2024												52,442		3,200,138

	PSU		2/15/2023												41,736		2,546,826

	PSU		2/16/2022												-		-		2,467,321



Executive	Value vested during the year				Value earned during the year
Executive	Option-based awards^1,2 ($)		Share-based awards^1,3,4 ($)		Non-equity incentive plan^1,5 ($)

Gregory L. Ebel		0		0		4,758,860

Patrick. R. Murray		86,333		865,315		1,153,862

Cynthia L. Hansen		65,455		8,039,134		1,508,788

Colin K. Gruending		90,346		6,636,465		1,411,410

Reginald D. Hedgebeth		0		0		1,307,687



Grant date	Grant price	2024 vesting date	Closing price on 2024 vesting date or last trading day prior to vest date

2/20/2020	$55.54	2/20/2024	$46.56

2/20/2020	US$41.97	2/20/2024	US$34.44

2/18/2021	$43.81	2/18/2024	$46.46

2/18/2021	US$34.52	2/18/2024	US$34.42

2/16/2022	$52.61	2/16/2024	$46.46

2/16/2022	US$41.30	2/16/2024	US$34.42

2/15/2023	$53.06	2/15/2024	$45.81

2/15/2023	US$39.77	2/15/2024	US$34.01

8/8/2023	$48.08	8/8/2024	$53.21



Grant	Grant date	Grant price	2024 vesting date	Volume weighted average share price for the 20 trading days preceding the vesting date

2021 RSU	2/18/2021	$42.29	2/18/2024	$46.96

2021 RSU	2/18/2021	US$32.88	2/18/2024	US$35.12

2022 RSU	9/30/2022	$53.96	9/30/2024	$54.89

2022 RSU	9/30/2022	US$40.10	9/30/2024	US$40.59



Confidentiality provision	Non-competition/solicitation	No recruitment

2 years after departure	1 year after departure	2 years after departure