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Deborah Adams

Director at Amplify EnergyAmplify Energy
Board

About Deborah G. Adams

Deborah G. Adams, age 64, has served as an independent director of Amplify Energy Corp. since April 2022. She brings 35+ years of energy industry leadership with deep expertise in health, safety, environmental (HSE), sustainability, project management, procurement, and transportation; she previously served as SVP of HSE, Projects and Procurement at Phillips 66 (June 2014–October 2016), reporting to the CEO and presenting to the Phillips 66 board, and overseeing billion‑dollar facilities projects delivered on time and on budget. Adams holds a B.S. in Chemical Engineering from Oklahoma State University .

Past Roles

OrganizationRoleTenureCommittees/Impact
Phillips 66Senior Vice President, Health, Safety & Environmental; Projects & ProcurementJun 2014 – Oct 2016Oversaw regulatory affairs; presented to P66 Board; delivered >$1B in projects on time/on budget; improved company‑wide safety performance
Phillips 66 & predecessor companiesPresident, Transportation; Chief Procurement Officer; roles of increasing responsibilitySince 1983 (prior to 2016)Led transportation operations and procurement; information systems experience; enterprise HSE oversight

External Roles

OrganizationRoleTenureNotes
MRC GlobalChair of the BoardCurrentPublic company director; board chair
EnLink MidstreamDirectorMar 2020 – Jan 2025Formerly publicly traded midstream services company
Gulfport Energy (NYSE: GPOR)DirectorMar 2018 – May 2021Upstream E&P director experience
Austin IndustriesDirectorCurrentPrivately‑held, employee‑owned construction company
Oklahoma State University FoundationTrusteePreviouslyAlumni governance role
NACD TriCities ChapterAdvisory Board MemberMay 2021 – May 2025Corporate governance network engagement

Board Governance

  • Board size compressed from eight to five members effective at conclusion of the 2025 Annual Meeting (Adams is nominated for re‑election) .
  • Committee assignments (2024 and expected post‑Annual Meeting):
    • Nominating & Governance: Chair (current and expected)
    • Compensation: Member (current; expected members: Hamm (Chair), Coghill, Snyder, Adams)
    • Audit: Expected post‑Annual Meeting: Snyder (Chair), Hamm, Adams
  • Independence: Board affirmatively determined Adams is independent under NYSE standards; she is also deemed independent for Compensation Committee service .
  • Attendance and engagement: Board held nine meetings in 2024; all directors in office as of year‑end attended at least 75% of aggregate Board and committee meetings; all directors attended the 2024 annual meeting and are expected to attend the 2025 meeting .
  • Board leadership: Independent Chairman (Christopher W. Hamm) and Lead Independent Director (Clint Coghill, appointed May 16, 2025) .

Fixed Compensation

Component2024 ValueNotes
Annual cash retainer ($)$75,000 Non‑employee directors; paid quarterly
Committee chair cash fee ($)$25,000 Applies to committee chairs; Adams chairs Nominating & Governance
Total cash paid in 2024 ($)$100,000 Reported in Director Compensation Table
Annual director RSU grant ($ FV)$125,000 standard; $175,000 for Chair Service‑vest over one year
Adams 2024 RSU grant ($ FV)$132,149 Reported grant‑date fair value; service condition

Performance Compensation

Equity Award TypeGrant Date Fair Value ($)Vesting SchedulePerformance Metrics
RSUs (Director)$132,149 Fully vest after one year of service None — director RSUs are service‑based only (no performance metrics disclosed)

The company maintains anti‑hedging and anti‑pledging policies applicable to non‑employee directors, reinforcing alignment and risk controls .

Other Directorships & Interlocks

ConnectionPotential InterlockConflict Assessment
Chair, MRC GlobalSupplier to energy sector; potential procurement interlockCompany policy requires disclosure/approval of related party transactions >$120,000; since Jan 1, 2024, no related party transactions were reported other than director/executive compensation, mitigating conflict risk .
Prior director, EnLink MidstreamCustomer/supplier pathways in midstreamNo related party transactions disclosed; Audit Committee oversight in place .

Expertise & Qualifications

  • HSE, sustainability, regulatory affairs: Led enterprise HSE/regulatory oversight at Phillips 66; improved safety performance .
  • Procurement and transportation: Former Chief Procurement Officer and President, Transportation; deep supply chain governance .
  • Project delivery discipline: Oversaw >$1B projects completed on budget and on time .
  • Board governance leadership: Chair, Nominating & Governance Committee; current chair of MRC Global .
  • Education: B.S. Chemical Engineering (Oklahoma State University) .

Equity Ownership

MetricAmountNotes
Common shares owned61,961 Direct/indirect holdings
Unvested RSUs (director grant)19,665 Vest on July 1, 2025, subject to service
Total beneficial ownership81,626 Less than 1% of shares outstanding (*)
Ownership guidelines4× annual cash retainer (directors); 5‑year compliance window; retain ≥60% of cumulative shares until guidelines are met
Compliance statusOfficers and non‑employee directors are in compliance or expected to be, subject to transition periods
Hedging/pledgingProhibited by Insider Trading Policy (directors and employees)

Governance Assessment

  • Strengths for investor confidence:

    • Independent director with material HSE/safety and procurement credentials; chairs Nominating & Governance during a period of board refreshment, supporting effective oversight .
    • Multi‑committee service (Compensation; expected Audit) enhances cross‑functional governance; independent committee composition across all committees .
    • Alignment mechanisms: director stock ownership guidelines; one‑year RSU vesting; anti‑hedging and anti‑pledging; annual retainer + equity mix (approx. 57% equity for Adams in 2024) .
    • Attendance/engagement: ≥75% meeting attendance for all directors; expected attendance at annual meeting .
  • Potential conflicts and mitigants:

    • External chair role at MRC Global could present procurement interlocks; no related party transactions disclosed since Jan 1, 2024; robust Related Party Transaction policy with Audit Committee oversight .
    • Broad external board experience in midstream/E&P (EnLink, Gulfport) enhances industry oversight but requires continuous conflict screening; board policies and independence determinations in place .
  • RED FLAGS:

    • None disclosed related to hedging/pledging, related party transactions, or low attendance; compensation committee interlocks not present; insider filings compliant under Section 16(a) for FY2024 .
  • Board effectiveness signals:

    • Compression of board size to five members with defined leadership (independent Chair, Lead Independent Director) and Adams in a chair role supports sharper accountability and streamlined oversight .