Patrick Forkin
PEABODY ENERGYAbout Patrick Forkin
Patrick J. Forkin III is Chief Development Officer (CDO) at Peabody Energy (BTU), appointed in July 2022, leading global strategy, M&A, portfolio management, and renewable energy development; he joined Peabody in 2010 after senior roles in solar development and energy-focused investment banking and earlier spent nine years at Deloitte LLP . He is 66 years old (as of Feb. 14, 2025) and holds a B.S. in Accountancy from the University of Illinois; he is a Certified Public Accountant (inactive) . Company performance context: Peabody delivered 2024 revenue of $4,237 million and Adjusted EBITDA of $872 million, alongside a $221 million capital return program ; pay-versus-performance disclosure shows cumulative TSR of $234.77 for a hypothetical $100 investment by 2024 year-end .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Peabody Energy | Chief Development Officer | Jul 2022–present | Leads global strategy, M&A, portfolio management, and renewable energy development |
| Peabody Energy | SVP – Corporate Development & Strategy | Nov 2017–Jul 2022 | Drove corporate development and strategic planning |
| Peabody Energy | Various roles | 2010–Nov 2017 | Progressive roles building internal strategy and finance capability |
| U.S. Solar Development Company | Senior leadership roles | Not disclosed | Renewable development leadership; energy transition exposure |
| Energy Investment Banking Firms | Senior leadership roles | Not disclosed | M&A and capital markets expertise in conventional/renewable energy |
| Deloitte LLP | Audit/Advisory | First nine years of career | Foundation in accounting and corporate finance |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships disclosed |
Fixed Compensation
| Component | 2024 Details |
|---|---|
| Base Salary | $450,000 |
| Target Bonus % (STIP) | 85% of base salary |
| Target Bonus $ (STIP) | $382,500 |
| STIP Earned as % of Target | 115.3% (total weighted achievement 115.32%) |
| STIP Paid (Actual) | $441,106 |
| “All Other Compensation” | $50,306 (group life $9,806; qualified 401(k) $19,387; non‑qualified plan $21,113) |
| STIP Design Cap | Individual STIP payout capped at $5,000,000 |
Performance Compensation
2024 Equity Grants and Structure
| Grant Type | Grant Date | Quantity / Target | Grant Date Fair Value | Vesting / Structure |
|---|---|---|---|---|
| RSUs | 01/02/2024 | 8,200 units | $199,998 | Vests ratably over 3 years |
| PSUs (Target) | 01/02/2024 | 16,400 target; 32,800 max; 1,640 threshold | $445,588 | 2-year performance period (2024–2025) + 1-year additional vest; payout at end of year 3; half cash/half stock; rTSR modifier ±25% (subject to caps) |
2024 STIP Metrics and Outcomes
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Adjusted EBITDA (enterprise) | 40% | $855 million | Not disclosed | Not disclosed (overall STIP 115.32%) |
| Clean Cash Cost per Ton (segment-level: Seaborne Thermal, Seaborne Metallurgical, PRB, Other U.S. Thermal) | 40% (10% each) | Not disclosed | Not disclosed | Not disclosed (overall STIP 115.32%) |
| TRIFR (safety) | 10% | Not disclosed | Not disclosed | Not disclosed (overall STIP 115.32%) |
| Safety & Sustainability MS Conformance | 10% | Not disclosed | Not disclosed | Not disclosed (overall STIP 115.32%) |
2024 LTIP Performance Framework
| Metric | Weighting | Definition | Modifier / Constraints |
|---|---|---|---|
| Free Cash Flow | 40% | CFO ± CFI per SEC filings; subject to adjustment provisions for material transactions/events | rTSR modifier ±25%; max PSU payout 200%; no positive rTSR adjustment if absolute rTSR negative |
| Production Volume (segment-level) | 40% | Total tons produced at share; measured per segment | rTSR modifier as above |
| Environmental Reclamation | 20% | Ratio of reclaimed graded acres vs disturbed acres; straight average across 2 years | rTSR modifier as above |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (03/13/2025) | 13,808 shares; less than 1% of outstanding |
| Unvested RSUs (12/31/2024) | 8,306 units; $173,919 market value at $20.94/share |
| Unearned PSUs (12/31/2024) | 16,611 units; $347,838 market/payout value at $20.94/share |
| Options | None disclosed (company does not currently grant options) |
| Ownership Guidelines | 3x base salary for NEOs; includes direct holdings, certain RSUs; 50% net shares retention until met |
| Compliance/Retention | As of 12/31/2024, all NEOs in compliance with 50% net shares retention requirement until guideline met |
| Hedging/Pledging | Prohibited for directors and employees (no pledging as collateral; hedges like collars/swaps banned) |
Employment Terms
| Provision | Terms |
|---|---|
| Employment Agreement | U.S.-based NEOs do not have individual employment agreements |
| Severance Plan | 2019 Executive Severance Plan covers NEOs |
| Severance Multiple | 1.5x base salary + 1.5x average last 3 years’ annual incentive for NEOs; CEO higher |
| Change-in-Control (CIC) Multiple | 2x for NEOs; 2.5x for CEO if termination within 2 years post-CIC |
| Pro Rata Bonus | Pro rata current-year bonus upon qualifying termination |
| Benefits Continuation | Up to 18 months (U.S. NEOs) |
| Restrictive Covenants | Confidentiality (perpetual), non-compete 1 year, non-solicit 1 year |
| Tax Gross‑ups | None |
| Clawback | NYSE/SEC compliant clawback policy for excess incentive comp after restatement; 3-year lookback |
Potential Payments (as of 12/31/2024)
| Scenario | Cash Severance | Continued Benefits | Other Cash Payment | Equity Acceleration/Continued Vesting | Total |
|---|---|---|---|---|---|
| Involuntary Termination Without Cause / For Good Reason | $1,131,305 | $20,314 | — | $321,503 | $1,473,122 |
| Involuntary Termination Related to Change in Control | $1,508,406 | $20,314 | $884,956 | $1,061,140 | $3,474,816 |
| Death or Disability | — | — | $884,956 | $1,061,140 | $1,946,096 |
Performance & Track Record
- Role scope: As CDO, Forkin leads global strategy/M&A/renewables; contextually, Peabody announced a transformative agreement to acquire premium hard coking coal mines from Anglo American and expanded R3 Renewables with RWE in 2024, consistent with his remit .
- Safety/operations backdrop: 2024 TRIFR improved to a record low; reclamation achievements and bond releases underscore operational discipline integrated in incentive design .
- Pay-for-performance linkage: 2024 STIP earned at 115.32% of target, reflecting strong performance against adjusted EBITDA, cost, and safety metrics ; LTIP emphasizes FCF, volume, reclamation with rTSR alignment .
Compensation Committee & Say‑on‑Pay
- Committee governance: Compensation Committee comprised of independent directors; uses independent consultant F.W. Cook; maintains balanced time/performance LTI mix and clawbacks .
- Say‑on‑Pay results: 98% approval at the 2024 Annual Meeting; program maintained based on stockholder engagement feedback .
Investment Implications
- Alignment: Heavy weighting to operational FCF, volume, and rTSR creates direct linkage between value creation and PSU outcomes; RSU/time-based elements provide retention but remain balanced (50/50) .
- Retention and selling pressure: Multi-year vesting and net share retention requirements, plus ban on hedging/pledging, reduce near-term selling pressure risk; however, notable CIC payouts could incentivize neutral stance toward strategic transactions .
- Skin-in-the-game: Direct ownership of 13,808 shares plus material unvested RSUs/PSUs supports alignment, though not a large percentage of outstanding; ongoing vesting schedules provide continuing exposure to BTU’s TSR and operational execution .
- Execution focus: Given his remit, 2024/2025 portfolio reweighting toward metallurgical coal and renewable partnerships (R3/RWE) are key levers; incentive design’s rTSR and FCF focus suggest management confidence in monetizing these initiatives despite pricing volatility .
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