Clio Crespy
California ResourcesAbout Clio Crespy
Executive Vice President and Chief Financial Officer of California Resources Corporation (CRC) since January 1, 2025; age 39 at appointment. Prior background includes Senior Managing Director, Investment Banking—Global Energy & Power at Guggenheim Securities (led sustainability practice), Managing Director at Evercore advising upstream and power producers, and prior roles at BNP Paribas; began career at the World Bank; holds a Master’s in Finance and Strategy from Sciences Po, Paris. She signed CRC’s 2024 Form 10-K and subsequent SOX certifications, and has actively executed financing actions (credit agreement amendments and a 2034 notes offering). CRC’s compensation framework ties NEO incentives to both absolute and relative TSR, financial performance, and ESG goals; for 2025 AIP, ESG-related goals comprise 25% of the scorecard, indicating pay-for-performance alignment.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Guggenheim Securities | Senior Managing Director, Investment Banking – Global Energy & Power; led sustainability practice | Not disclosed | Energy/power investment banking leadership; sustainability advisory focus |
| Evercore | Managing Director, advising upstream energy and power producers | Not disclosed | Strategic and financial transactions in upstream/power |
| BNP Paribas | Investment banking roles | Not disclosed | Energy sector advisory |
| World Bank | Early career | Not disclosed | Global finance/development foundation |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| The Awty International School | Board Member | As of Aug 6, 2025 | External governance role per Equilar profile |
Fixed Compensation
| Component | 2025 Terms | Notes |
|---|---|---|
| Base Salary | $615,000 | Per employment agreement effective Jan 1, 2025 |
| Target Annual Bonus % | 100% of base salary | AIP payout range 0–200% based on scorecard and performance |
| Initial RSU Grant (2025) | $1,350,000 grant-date value | Under 2021 LTIP; time-vested RSUs |
Performance Compensation
| Incentive Type | Metric | Weighting | Target Framework | Payout Range | Vesting |
|---|---|---|---|---|---|
| Annual Incentive Program (AIP) | Financial performance, cost management; ESG goals | ESG = 25% of 2025 scorecard | Committee-established annual scorecard metrics | 0–200% of target | Paid post-year after Committee certification |
| Long-Term Incentive – PSUs | Absolute TSR and TSR vs XOP Index | 60% of LTIP awards (typical mix) | 3-year performance period | 0–200% of target units | Cliff vest after performance period; delivery post-certification |
| Long-Term Incentive – RSUs | Time-vested RSUs | 40% of LTIP awards (typical mix) | Time-based vesting | N/A | Generally one-third per year over 3 years (for regular annual grants); 2025 initial RSU is time-vested |
Equity Ownership & Alignment
| Item | Detail | Alignment Notes |
|---|---|---|
| Beneficial Ownership (as of Mar 10, 2025) | 0 shares; 0.00% of class | Newly appointed CFO; equity ownership expected to build via LTIP grants |
| Stock Ownership Guidelines | 3x annual base salary for NEOs; 5-year compliance window | Time to compliance applies to new executives |
| Anti-Hedging/Pledging | Company prohibits hedging and pledging of CRC securities | Reduces misalignment and risk signals |
| Rule 10b5-1 Arrangements (Q3 2025) | No adoptions or terminations by directors/officers in Q3 2025 | No planned selling pressure disclosed during the quarter |
| 2025 Initial RSU Grant | $1,350,000 grant-date value | Builds ownership; time-vested |
| 2025 Retention RSU Grant | 42,355 RSUs approved Nov 4, 2025 | One-time retention; multi-year vesting schedule |
Retention RSU Vesting Schedule and Triggers (Nov 4, 2025 grant)
- Vesting cadence: 10% on the 1st, 2nd, and 3rd anniversaries; 30% on the 4th; 40% on the 5th anniversary of grant date; settlement in common shares upon vest .
- Termination without cause, good reason, death or disability: unvested RSUs vest in full but are paid at original settlement dates; retirement: unvested RSUs continue vesting on original schedule .
- Change in control: unvested RSUs vest in full if grantee remains continuously employed through such change in control (single-trigger at transaction close) .
- Clawbacks: special provisions for termination for cause; subject to company-wide clawback policies and applicable laws/stock exchange rules .
Employment Terms
- Effective Date and Term: Employment agreement effective January 1, 2025; initial two-year term with automatic one-year renewals unless 90-day notice given by either party .
- Compensation framework: Base salary $615,000; target AIP 100% of salary; annual LTIP awards under 2021 LTIP targeted at 400% of base (typical mix 60% PSUs, 40% RSUs); initial 2025 RSU $1,350,000 .
- Clawback policies: Company maintains an incentive-based compensation recoupment policy (adopted in 2023) for restatements and a misconduct clawback policy; applicable to covered employees including NEOs .
- Insider trading and pledging: Company policy prohibits hedging and pledging of CRC securities .
- Severance/change-in-control economics: Company discloses severance frameworks and equity treatment for NEOs generally; Ms. Crespy’s specific severance multiple details are not disclosed in the 2025 proxy (discussion to begin with FY2025 CD&A) .
Performance & Track Record
- Financing execution: As EVP & CFO, Crespy signed CRC’s 7.000% senior notes due 2034 offering documents and multiple credit agreement amendments in 2025, supporting balance sheet optimization and M&A readiness (Berry Merger financing) .
- Tax planning impact: On the Q2 2025 call, Crespy highlighted approximately $35 million 2025 cash tax savings and multi-year reductions in cash taxes as a percentage of EBITDAX, reinforcing FCF tailwinds and carbon management project economics .
Select quarterly financials during Crespy’s tenure (context):
| Metric | Q2 2025 | Q3 2025 |
|---|---|---|
| Total operating revenues ($mm) | $978 | $855 |
| Operating income ($mm) | $267 | $98 |
| Net income ($mm) | $172 | $64 |
| Net cash from operating activities ($mm) | $165 | $279 |
| Free cash flow ($mm) | $109 | $188 |
Compensation Peer Group & Say-on-Pay
- Peer group used for benchmarking (2024): 18 E&P companies including Antero, Diamondback, Marathon, Matador, Murphy, Permian Resources, Range, SM Energy, Southwestern, Whitecap; LB&Co serves as independent compensation consultant .
- Say-on-pay approval: “Greater than 95%” approval for 2024 program and “greater than 99%” for 2023 program; ongoing investor engagement emphasizes rigorous quantitative goals and TSR-linked LTI design .
Investment Implications
- Alignment: Crespy’s package is heavily performance-based (AIP with ESG weighting; PSUs tied to absolute and relative TSR), plus time-vested equity and strict anti-hedging/pledging policies—supporting shareholder alignment and reducing risk of misaligned incentives .
- Retention and selling pressure: The sizable multi-year retention RSU grant (42,355 RSUs) with back-weighted vesting and single-trigger vesting at change in control enhances retention; absence of Rule 10b5-1 plans in Q3 2025 indicates limited near-term planned selling activity .
- Execution capability: Early tenure actions (notes offering, credit amendments) and tax optimization commentary point to disciplined capital structure management and FCF focus—potentially supportive of buybacks and M&A integration pacing .
- Data watch items: 2025 CD&A will disclose Crespy’s actual bonus outcomes, severance multiples, and full LTI detail; monitor Form 4 filings for incremental ownership build versus 3x salary guideline over the 5-year window .