Brad Juneau
About Brad Juneau
Brad Juneau (age 65) is Contango ORE’s co‑founder and Chairman; he served as President and CEO from December 2012 to January 6, 2020 and has been a director since 2012. He holds a B.S. in Petroleum Engineering from Louisiana State University and previously held senior technical and operating roles in oil and gas; the Board classifies him as an independent director under NYSE American standards. He is not currently assigned to any Board committee and serves as non‑executive Chair, with the CEO role separated for oversight clarity .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Contango ORE, Inc. | Chairman; President & CEO | Chair since Apr 2013; CEO Dec 2012–Jan 6, 2020; Director since 2012 | Co‑founder; led Company through early development; ongoing Board leadership |
| Zilkha Energy Company | SVP Exploration | 1987–1998 | Led exploration; senior operating executive experience |
| Texas International Company | Staff Petroleum Engineer | ~3 years (pre‑Zilkha) | Reservoir engineering, acquisitions, evaluations |
| Enserch Corporation | Production Engineer | Prior to Texas International | Production engineering in Oklahoma City |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Talos Energy | Director | Current | Public company directorship; energy sector |
| Contango Oil & Gas | Director | Apr 2012–Mar 2014 | Prior public company board service |
| Juneau Exploration L.P. (JEX) | Sole manager of GP | Since 1998 | Private E&P; historical linkage to Tetlin property acquisition later leased to Peak Gold JV |
Board Governance
- Independence: The Board determined all directors except the CEO are independent; Juneau is classified as independent under NYSE American and SEC rules .
- Committee assignments: Juneau is not listed on Audit, Compensation, or Nominating & Corporate Governance committees; he chairs the Board only .
- Attendance: He attended 100% of Board meetings (8/8) in 2024; all directors met 100% attendance for applicable committees .
- Leadership structure: Roles of Chair (Juneau) and CEO are separated to enhance accountability and oversight; Board cites Juneau’s founding history and prior CEO experience as rationale for chairmanship .
- Continuing education: Directors participated in sessions on Gold Hedge Accounting (Mar 14, 2024), 10b5‑1 programs (Aug 13, 2024), and D&O insurance (Dec 3, 2024) .
- Say‑on‑Pay signal: 2023 say‑on‑pay received ~94% support, indicating shareholder approval of compensation practices; used as context for governance effectiveness .
Fixed Compensation
| Component | 2024 Amount | 2025 Change | Notes |
|---|---|---|---|
| Board cash fees (Chair) | $180,000 | Directors reduced cash compensation to $25,000 per quarter effective Apr 1, 2025 | Prior quarterly structure: independent directors $35,000/quarter; Chairman $45,000/quarter in 2024 |
| Meeting/Chair fees | None disclosed | — | Company states no additional payments for meetings or committee chair service |
Performance Compensation
| Equity Element | Grant Details | Value | Vesting | Notes |
|---|---|---|---|---|
| Restricted Stock (Director) | Aggregate grant(s) to Juneau during 2024 | $235,500 (grant‑date fair value) | Not individually disclosed for Juneau | Other non‑employee directors received 15,000 shares each (Green: 6,000) vesting Jan 2027; Juneau’s share count/vesting not expressly itemized |
| Options (Director) | None disclosed for Juneau | — | — | Company did not grant director options in 2024; option program exists under Omnibus Plan generally |
Company‑wide performance metrics used for executive STIP (pay‑for‑performance context): | Goal | Performance Objective | Weighting | Achievement | |---|---|---:|---:| | Operational performance | Manh Choh cost targets; JV oversight; Lucky Shot care & maintenance | 25 | 20 | | Exploration/reserves | Surface exploration at Manh Choh & Johnson Tract | 35 | 34 | | Safety/ESG | Safety compliance; permits; advance ESG framework | 20 | 18 | | Corporate development | Successful acquisition of mining projects | 50 | 50 | | Share performance | TSR vs peer group | 80 | Nil | | Liquidity/debt | Adequate cash; loan compliance; raise equity as needed | 15 | 13 | | Head office ops | Listing compliance; timely filings; effective controls | 25 | 24 | | Corporate Result | Weighted outcome | 250 | 64% |
Other Directorships & Interlocks
| Company | Sector | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Talos Energy | Energy (E&P) | Director | Different sector than CTGO; no disclosed related‑party transactions in 2023–2024 period |
| Contango Oil & Gas | Energy | Former Director | Historical role; no current interlock |
| JEX (private) | Energy (E&P) | Sole manager GP | Historical linkage to Tetlin property initially acquired by JEX; no current related‑party transactions disclosed since 2023 |
Expertise & Qualifications
- Technical operations: 35+ years in oil and gas exploration/production; prior SVP Exploration and engineering roles underpin strong technical oversight .
- Founding/strategic: Co‑founder with deep institutional knowledge of CTGO’s assets and JV history .
- Education: B.S. in Petroleum Engineering (LSU); governance experience across public boards .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Brad Juneau | 695,702 | 5.5% | Includes shares owned by Juneau Exploration, J5D Enterprises, and AuCuAg Holdings, LLC (entities he controls) |
| Directors & officers (group, 7 persons) | 1,804,589 | 14.4% | Aggregate insider ownership; adds alignment and control signals |
- Pledging/hedging: Company insider trading policy imposes stringent restrictions; prohibits short sales, derivative trading (options/warrants/puts/calls/forwards) and multi‑day limit orders; policy caption references hedging/pledging, though explicit pledging prohibitions are not detailed in the text .
- No pledging disclosures for Juneau found; proxy reports no related‑party transactions above thresholds since 2023 .
Governance Assessment
- Alignment: Significant beneficial ownership (5.5%) suggests skin‑in‑the‑game, potentially supporting investor alignment .
- Independence and oversight: Classified independent; not on key committees, focusing his role on Board leadership while independent committees manage audit, compensation, and nominations—which supports governance separation .
- Engagement: 100% attendance underscores diligence; ongoing director education indicates currency on governance and risk topics .
- RED FLAG – Change‑of‑control payment: A single‑trigger $1,000,000 retention payment payable to the Chairman upon a change of control before August 6, 2025 creates potential misalignment/conflict for an independent director given the incentive to consummate a transaction; unusual for a non‑executive director .
- Cost discipline signal: Directors reduced quarterly cash compensation to $25,000 effective April 1, 2025, lowering fixed cash outflows; positive governance signal in a small‑cap mining context .
- Related‑party risk mitigant: Despite historical JEX linkages, Company discloses no related‑party transactions meeting SEC thresholds since 2023; Audit Committee pre‑approval and review processes appear robust .
Overall: Juneau’s deep technical background and founder knowledge provide continuity and strategic oversight benefits; however, the single‑trigger change‑of‑control payout for a sitting independent Chair is a notable governance concern that investors should monitor relative to strategic transaction deliberations and Board independence posture .