2016 Named Executive Officer Compensation Determinations and Other Compensation Information

Exhibit 10.50

2016 Named Executive Officer Compensation Determinations and Other Compensation Information

The following is a description of certain compensation decisions made in 2016 by the Pepco Holdings, Inc. (PHI) Board of Directors (the Board) and/or the Compensation/Human Resources Committee of the Board (the Committee) with respect to compensation to be earned or payable in 2016 to persons set forth in the table below who are identified as named executive officers (each, a Named Executive Officer) in the Summary Compensation Table in PHI’s proxy statement for its 2015 Annual Meeting of Stockholders (the 2015 Proxy Statement).

2016 Annual Compensation Determinations

As to each Named Executive Officer, the compensation decisions consisted of (i) the establishment of annual base salary for 2016; (ii) the establishment of the Named Executive Officer’s 2016 annual cash incentive award opportunities under the Amended and Restated Annual Executive Incentive Compensation Plan (the EICP); and (iii) the grant of long-term restricted stock unit (RSU) awards under the Pepco Holdings, Inc. 2012 Long-Term Incentive Plan (the LTIP).

Amended and Restated Annual Executive Incentive Compensation Plan

Each of the executives listed in the table above is a participant in the EICP. The EICP is a cash-based incentive program designed to align executive compensation with the performance of PHI and its subsidiaries. Participants in the EICP for any calendar year may include any executive or employee of the Company or any subsidiary selected by the administrator, upon the recommendation of the Company’s chief executive officer, to participate in the EICP. On February 3, 2016, the Committee established the following performance goals to be used for the determination of 2016 EICP awards for each of the executives named below:

The payment of awards under the EICP to each of these PHI executives is also conditioned upon the achievement of specified threshold earnings requirements in order for an EICP award to be paid to the executive, regardless of the extent to which the other performance goals may be achieved.

2016 LTIP Awards

The Committee has granted awards of performance-based RSUs and time-based RSUs under the LTIP with respect to the 2016 to 2018 performance/retention cycle. Participants in the LTIP are key employees and officers of PHI and its subsidiaries selected by the Chairman of the Board of PHI and approved by the Committee, as well as non-management directors of PHI, including each of the persons listed in the tables above. Subject to the terms and conditions of each RSU award, each RSU represents a contractual right to receive one share of PHI common stock, $0.01 par value per share (“Common Stock”), at the end of the restriction or performance period. When a dividend is paid on the Common Stock, the award is credited with additional RSUs equal to the number of RSUs subject to such award multiplied by the per share cash dividend, divided by the then current market price of a share of Common Stock. Additional RSUs credited as dividend equivalents will vest only to the extent the underlying RSUs vest.

Performance-Based RSU Awards

Two performance-based RSU awards each account for one-third of an executive’s aggregate 2016 equity award under the LTIP. As described in detail below, the first performance-based RSU award utilizes PHI’s total shareholder return (TSR) relative to a PHI-selected group of peer companies (the 2016 Utility Peer Group) over a three-year period beginning on January 1, 2016 and ending on December 31, 2018, and the second performance-based RSU award utilizes return on invested capital (ROIC). If during the course of the three-year performance period, a significant event occurs, as determined in the discretion of the Committee, which the Committee expects to have a substantial effect on TSR or ROIC, as applicable, during the period, the Committee may revise such measures, other than with respect to awards to “covered employees” subject to Section 162(m) under the Internal Revenue Code. No adjustment shall be made that causes an award to fail to comply with Section 162(m) of the Code.

TSR-Based Awards

For awards based on TSR, depending on the extent to which the pre-established TSR performance goal has been met, an amount of each award ranging from 25% to 200% of the target number of RSUs (including dividend equivalents credited in the form of additional RSUs) subject to the award may vest. Vesting amounts related to threshold (representing 25% of the target award opportunity), target and maximum (representing 200% of the target award opportunity), with respect to each TSR performance-based award of RSUs for each executive, is shown in the table above.

ROIC-Based Awards

For awards based on ROIC, depending on the extent to which the pre-established ROIC performance goal has been met, an amount of each award ranging from 50% to 200% of the target number of RSUs (including dividend equivalents credited in the form of additional RSUs) subject to the award may vest. Vesting amounts related to threshold (representing 50% of the target award opportunity), target and maximum (representing 200% of the target award opportunity), with respect to each ROIC performance-based award of RSUs for each executive, is shown in the table above.

Time-Based RSU Awards

Each executive listed above has received a grant of time-based RSUs, which accounts for one-third of the executive’s aggregate 2016 equity award under the LTIP. Subject to certain exceptions provided for in the LTIP or in the award agreement (or, with respect to Mr. Rigby, his employment agreement), time-based RSUs are subject to forfeiture if the employment of the executive terminates prior to the third anniversary of the date of grant.

Performance Goals for 2015 RSU Awards Pursuant to Employment Agreement

In February 2015, the Compensation Committee will determine the satisfaction of performance goals associated with Mr. Fitzgerald’s 2015 performance-based RSU award under his employment agreement and set forth below.