Mike Howard
About Mike Howard
Mike Howard (age 51) has served as an independent director of Atlas Energy Solutions Inc. (AESI) since February 2024 and sits on the Nominating & Corporate Governance Committee. He is Chairman and Chief Executive Officer of Howard Midstream Energy Partners, LLC (HEP) since its founding in 2011; previously he was President of Midstream at Energy Transfer Partners, overseeing midstream, transportation, and storage segments. He holds a B.S. in Chemical Engineering from Texas A&M University–Kingsville. The Board has determined he is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Energy Transfer Partners (ETP/ETE) | President of Midstream | Pre-2011 (prior to co-founding HEP) | Led business development, engineering, operations, contract administration, and compliance across regulated and non-regulated midstream businesses |
| ICx Technologies, Inc. | Chairman and CTO (earlier career noted for another director, but Mike’s role pertains to Energy Transfer; no ICx role for Howard) | — | — |
Note: Howard’s disclosed prior operating role is at Energy Transfer Partners; other earlier roles listed in the proxy under different directors are not attributable to Howard .
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Howard Midstream Energy Partners, LLC (HEP) | Chairman & CEO | 2011–present | Oversees a diverse, multibillion-dollar energy infrastructure platform operating in four U.S. states and Mexico |
| Jonah Energy LLC | Director | Not disclosed | Board oversight (company type not specified in proxy) |
| Texas A&M University–Kingsville Foundation | Board of Trustees | Not disclosed | Trustee, philanthropic governance |
| United Way of Bexar County | Board of Trustees | Not disclosed | Trustee, community impact |
| Witte Museum | Board of Trustees | Not disclosed | Trustee, cultural institution governance |
Board Governance
- Classification and tenure: Class I director; joined the Board in February 2024. Board held 4 regular and 7 special meetings in 2024; each director attended at least 75% of Board and committee meetings for which they served .
- Committee assignment: Nominating & Corporate Governance Committee (NCGC) member; NCGC met five times in 2024; chaired by A. Lance Langford .
- Independence and executive sessions: Independent per NYSE standards; independent directors hold at least one executive session annually .
- Governance framework: NCGC oversees director nominations, independence reviews, governance guidelines, and annual Board/committee evaluations . Corporate governance guidelines and Code of Business Conduct and Ethics apply to directors and officers .
Fixed Compensation
| Component (2024) | Amount/Detail |
|---|---|
| Annual cash retainer | $75,000, which Howard elected to receive in the form of an RSU grant (i.e., equity in lieu of cash) |
| Committee chair fees | None (Howard is not a committee chair; NCGC chair fee is $20,000, but applies to Langford) |
| Meeting fees | None disclosed for Howard; $5,000 special acquisition committee fee applied to other directors (Burleson, Langford, Voyles) |
| Total 2024 director compensation | $220,000 (Fees Earned or Paid in Cash $75,000; Stock Awards $145,000) |
| RSUs outstanding (12/31/2024) | 10,417 RSUs |
Performance Compensation
| Element | Structure | Metrics/Conditions |
|---|---|---|
| Director equity grant | Annual RSUs with target value $145,000 | Time-based RSUs; no performance conditions (directors do not receive PSUs) |
| Options | Not granted to directors | Company did not grant stock options in 2024 |
AESI’s LTIP for directors uses time-based RSUs; performance-conditioned PSUs are used for executives, not directors .
Other Directorships & Interlocks
- Public company boards: None disclosed for Howard; Jonah Energy LLC board role disclosed without public status; HEP is a private midstream operator .
- Potential interlocks/conflicts: No related-party transactions disclosed involving Howard or HEP; the proxy lists related-party dealings primarily involving entities affiliated with Executive Chairman Bud Brigham and The Sealy & Smith Foundation (director Douglas Rogers) .
- Compensation Committee interlocks: Proxy states no executive officer serves on the board or compensation committee of a company that has an executive officer serving on AESI’s Board/Comp Committee; no insider participation conflicts disclosed .
Expertise & Qualifications
- Industry expertise: Decades in midstream operations, infrastructure, and logistics; CEO experience at HEP; prior leadership at Energy Transfer Partners .
- Technical credential: B.S. in Chemical Engineering (Texas A&M University–Kingsville) .
- Board qualification: Determined independent; NCGC member overseeing director nominations and governance .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| John Michael “Mike” Howard | 10,417 | <1% | Listed in security ownership table; RSUs outstanding were 10,417 as of 12/31/2024 |
- Hedging/pledging: Company policy prohibits hedging and prohibits pledging Company securities as collateral for a loan that exceeds 15% of the market value of the pledged securities; no pledging or hedging disclosed for Howard .
- Options: None disclosed for directors; company did not grant stock options in 2024 .
Governance Assessment
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Strengths
- Independence and committee engagement: Independent director with active role on NCGC, including annual board/committee evaluations and independence reviews .
- Attendance: Board-level attendance at or above 75% across directors and committees for 2024, indicating satisfactory engagement; NCGC met five times .
- Alignment: Equity-heavy director pay; Howard elected to take the $75,000 retainer as RSUs, increasing alignment with shareholders beyond the standard $145,000 RSU grant .
- No disclosed related-party exposure: No transactions involving Howard or HEP appear in the related-party section for 2024 .
-
Watch items / potential risks
- Control provisions: The Amended & Restated Stockholders’ Agreement grants Executive Chairman Bud Brigham significant designation rights (up to four directors at current ownership levels) and committee representation requirements, which can influence board composition and committee membership; while not specific to Howard, it shapes the governance environment in which he operates .
- Classified board: AESI’s staggered (classified) board structure extends the time required to change majority composition, potentially reducing responsiveness to shareholder mandates; Howard is a Class I director .
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Signals
- Independent director sessions: At least one executive session annually, supporting independent oversight .
- Compensation governance: The Compensation Committee uses an independent consultant (Meridian) and includes authority to review director remuneration, consistent with governance best practice .
RED FLAGS: None directly attributable to Howard in 2024—no low attendance, no related-party transactions, no hedging/pledging disclosed, no compensation anomalies. Governance environment features (control rights under the stockholders’ agreement; classified board) warrant continued monitoring from a shareholder rights perspective .