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Clifford Newell

Chief Commercial Officer at COMSTOCK RESOURCESCOMSTOCK RESOURCES
Executive

About Clifford D. Newell

Clifford D. Newell is Chief Commercial Officer and Vice President of Corporate Development at Comstock Resources (CRK), serving in the role since December 2022; he brings over 15 years of commercial, marketing, and operations experience in the midstream energy industry, with prior leadership at Trace Midstream, Blue Mountain Midstream, and Penntex Midstream . He earned a BBA in Economics and Pre‑Law and an Executive MBA from Centenary College of Louisiana, and a Master of Energy Business from the University of Tulsa . As of February 2024, CRK reported Pay‑vs‑Performance data indicating a 2024 TSR value of $233.45 (value of $100 investment), a net loss of $218.8 million, and ROAE of 3%, contextualizing the performance backdrop during Newell’s tenure . CRK’s 2023 10‑K lists Newell’s age as 45 .

Past Roles

OrganizationRoleYearsStrategic Impact
Trace MidstreamCommercial Vice PresidentLed producer relationships, business development, project management, scheduling, and marketing .
Blue Mountain MidstreamCommercial Vice PresidentLed producer relationships, business development, project management, scheduling, and marketing .
Penntex MidstreamCommercial Vice PresidentLed producer relationships, business development, project management, scheduling, and marketing .

Fixed Compensation

Metric20232024
Base Salary ($)$360,000 $450,000
Other Compensation ($)$20,289 (401(k) $19,800; life insurance $489) $21,418 (401(k) $20,700; life insurance $718)

Performance Compensation

Annual Target Bonus Opportunity (2024)

Threshold (% of Salary)Target (% of Salary)Maximum (% of Salary)
35% 70% 140%

Annual Incentive Plan Structure (2024 Performance Measures)

MeasureWeightThresholdTargetMaximum
Return on Average Equity15% ≥(2%) ≥1% ≥3%
EBITDAX15% ≥$700 million ≥$900 million ≥$1.1 billion
Operating Cost Improvement15% >2% ≥3.5% ≥5%
Well Cost Efficiency (per completed lateral foot)10% < $1,675 < $1,575 < $1,375
Relative Total Shareholder Return (peer percentile)15% >20% >50% >90%
Reserve Replacement % (reserves added / production)15% 75% 110% 180%
Other Key Objectives (Western Haynesville, ESG, Risk, Safety, Strategic Plan)15%

Formula: Annual Target Bonus × Percent of Target Earned per Measure (0–200%) × Measure Weight (10% or 15%), capped at 200% of Target .

2024 Cash Bonus Award Potential (Name‑specific)

Threshold ($)Target ($)Maximum ($)
$157,500 $315,000 $630,000

Long‑Term Incentives (2024 Grants)

Award TypeUnits/SharesGrant Date Target Value ($)Vesting / PerformanceMax UnitsMax Grant Date Value ($)
Restricted Stock44,233 $337,498 Vests 1/3 each on Feb 18, 2025, 2026, 2027
Performance Share Units (PSUs)44,233 $337,498 Relative TSR vs peer group (Feb 19, 2024–Feb 18, 2027) 88,466 $428,618

Relative TSR payout schedule: 90th percentile = 200% of Target; 50th percentile = 100%; 20th percentile = 50%; Below 20th percentile = 0% . Peer/index group: Antero Resources; CNX Resources; Coterra Energy; EQT; Expand Energy Corporation; Range Resources; Silverbow Resources; Southwestern Energy; SPDR S&P Oil & Gas Exploration & Production ETF .

Equity Ownership & Alignment

Outstanding Equity Awards at Fiscal Year‑End 2023 (No stock options outstanding)

Award YearUnvested RS SharesMarket Value ($)Unvested PSUs (units)Market Value ($)Vesting Terms
20229,409 $83,270 4,705 $41,639 RS: equal parts on June 13, 2024 & 2025 ; PSU perf period ends June 16, 2025; amounts presented reflect 50% of target at 20th percentile .
202320,204 $178,805 10,102 $89,403 RS: 1/3 on June 5, 2024, 2025, 2026 ; PSU perf period ends June 5, 2026; amounts presented reflect 50% of target at 20th percentile .

Market value based on $8.85 closing price on last trading day of 2023 . CRK disclosed there were no stock options outstanding in 2023 .

Initial Beneficial Ownership (Section 16 Form 3)

DateNon‑Derivative SharesNote
Dec 5 & 12, 20220 (original) , then 9,409Restricted share grant that vests over three years .

Employment Terms

  • Role inception: Newell has been CCO and Vice President of Corporate Development since December 2022 .
  • Age and executive listing context: CRK’s 2023 10‑K lists Newell’s age as 45 .
  • No separate employment agreement summary for Mr. Newell was identified in the retrieved CRK proxy materials; CRK’s compensation disclosures focus on annual incentives, RS awards, and PSUs .

Investment Implications

  • Pay mix shifts toward equity with RS and PSUs tied to relative TSR, reinforcing alignment to shareholder returns and potentially incentivizing strategic focus on TSR over a three‑year horizon .
  • Base salary increased 25% year over year to $450,000 in 2024, while the annual target bonus remained at 70% of salary; this raises fixed compensation but maintains significant at‑risk pay .
  • Multiple upcoming vesting dates (2022/2023 RS awards through mid‑2024 to 2026; 2024 RS awards through 2027) may correlate with routine net‑share settlements around vest windows, a common source of short‑term insider selling pressure, though no Form 4 transaction pattern was retrieved here .
  • Company‑level 2024 TSR value of $233.45 (vs $113.40 in 2023) and negative net income in 2024 contextualize the PSU achievement risk and potential payout variability under the relative TSR framework .

Appendix: Additional Context (2023 vs 2024 plan differences)

  • In 2023, annual incentive measures included ROAE, EBITDAX, leverage maintenance, well cost efficiency, full‑cycle return, reserve replacement %, and other objectives including TSR relative to peers .
  • In 2024, measures adjusted to ROAE, EBITDAX, operating cost improvement, well cost efficiency, relative TSR, reserve replacement %, and other key objectives (e.g., Western Haynesville program, environmental initiatives) .