8-KLeadership ChangesRegulation FDExhibits & Filings

EXPAND ENERGY Corp 8-K Report, Executive Changes (Jan 25, 2022)

Filed January 25, 2022For Securities:EXEEXEELEXEEWEXEEZ

Summary

Chesapeake Energy Corporation (Chesapeake), in an 8-K filing dated January 25, 2022, announced a significant leadership change with the appointment of Josh Viets as its new Executive Vice President and Chief Operating Officer, effective February 1, 2022. Mr. Viets brings extensive experience from ConocoPhillips, where he held various leadership roles in engineering, operations, and capital management, most recently serving as Vice President of the Delaware Basin. This appointment signals a strategic move to bolster operational leadership within Chesapeake. The company also detailed Mr. Viets' comprehensive compensation package, which includes a base salary of $490,000, eligibility for annual cash bonuses up to 200% of his base salary, and substantial annual equity awards totaling $2,050,000 for fiscal year 2022. Additionally, he will receive a signing bonus of $500,000 and inducement equity awards valued at $1,100,000 to compensate for forfeited awards at his previous employer. This package aims to attract and retain key executive talent, aligning their incentives with the company's performance and long-term value creation.

Key Highlights

  • 1Josh Viets appointed Executive Vice President and Chief Operating Officer, effective February 1, 2022.
  • 2Mr. Viets brings over 19 years of experience from ConocoPhillips, including leadership in the Delaware and Permian Basins.
  • 3Annual base salary for Mr. Viets is set at $490,000.
  • 4Eligible for annual cash bonuses with target and maximum opportunities at 100% and 200% of base salary, respectively.
  • 5Fiscal year 2022 annual equity awards have a target fair value of $2,050,000, comprising RSUs and PSUs.
  • 6Receives a $500,000 cash signing bonus and $1,100,000 in inducement RSUs.
  • 7Mr. Viets will be a Tier 2 participant in the company's Executive Severance Plan.

Frequently Asked Questions

The appointment of Josh Viets as Executive Vice President and Chief Operating Officer is significant as it brings experienced operational leadership to Chesapeake Energy. His background at ConocoPhillips, particularly in key basins like the Delaware and Permian, suggests a focus on strengthening operational execution and strategic development within the company's core business areas.

Mr. Viets' compensation package includes a base salary of $490,000, an annual bonus opportunity (up to 200% of base salary at maximum), and significant equity awards. For FY2022, this includes $2,050,000 in long-term incentive awards (RSUs and PSUs) and a $500,000 signing bonus along with $1,100,000 in inducement RSUs to offset forfeited compensation from his previous employer.

The signing bonus and inducement equity award were provided to Mr. Viets as an incentive to accept Chesapeake's offer of employment and to compensate him for unvested cash bonus and equity awards he forfeited from his prior role at ConocoPhillips. This aims to ensure a smooth transition and align his financial interests with Chesapeake from the outset.

The RSUs granted under the annual equity compensation plan vest in three equal annual installments starting on the first anniversary of the grant date. The PSUs vest on the third anniversary of the grant date. The inducement RSUs vest in three equal annual installments beginning on February 28, 2023. All vesting is subject to his continued employment with Chesapeake.