John Raines
DEVON ENERGY CORP/DEAbout John Raines
John D. Raines is Senior Vice President, E&P Asset Management at Devon Energy, appointed effective February 8, 2025. He oversees Devon’s business units and land and regulatory functions; he joined the company in 2005 and previously led Delaware Basin operations and the Rockies business unit. Raines holds a bachelor’s degree in energy management and finance from the University of Oklahoma and a law degree from Oklahoma City University; he was 42 per the 2025 proxy and is presented as 43 on Devon’s management site later in 2025. Company context for alignment: in 2024 Devon delivered $2.9B net earnings, $6.6B operating cash flow, $3.0B free cash flow, record 737 MBOE/d production, and one-/three-/five-year TSR of -25.3%, -12.8%, and 63.4% respectively.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Devon Energy | VP, Delaware Basin Business Unit | 2022–Feb 2025 | Led core asset area; operational execution in Delaware Basin. |
| Devon Energy | VP, Delaware Basin (North) | 2021–2022 | Drove productivity and base performance in sub-region. |
| Devon Energy | VP, Delaware Basin | 2017–2021 | Managed development and optimization of key oil assets. |
| Devon Energy | VP, Rockies | 2016–2017 | Oversaw Rockies operations and portfolio performance. |
| Devon Energy | VP, Land & Regulatory; roles in Energy Marketing & Business Development | Various (pre-2016) | Advanced land, regulatory, and commercial capabilities. |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Texas Oil & Gas Association | Board of Directors | Current (2025) | Policy advocacy and industry engagement. |
| Leadership Oklahoma City | Board of Directors | Current (2025) | Community leadership and talent network. |
Fixed Compensation
| Component | As of Appointment (effective Feb 8, 2025) | Notes |
|---|---|---|
| Base Salary | $475,000 | Approved by Compensation Committee. |
| Target Annual Bonus | 75% of base salary | Company-set target; payout dependent on performance. |
| Target LTI Value | $1,500,000 | Annual long-term equity incentives target. |
| Severance (involuntary without cause / good reason) | 2x (base + annual bonus), plus prorated bonus and outplacement assistance | Under existing severance agreement; terms unchanged with appointment. |
Performance Compensation
Devon’s incentive architecture emphasizes performance-based pay, capital efficiency, and H&S/ESG targets. While Raines’s specific bonus metrics are not disclosed, company-level scorecards govern NEO bonuses and reflect broader incentive priorities.
- Company 2024 Annual Performance Scorecard (basis for NEO bonuses)
| Metric | Threshold | Target | Maximum | Outcome | Weight | Score | Weighted Score |
|---|---|---|---|---|---|---|---|
| Free Cash Flow ($MM) | $1,485 | $2,235 | $3,235 | $2,943 | 25% | 171% | 42.75% |
| CROCE (%) | 21% | 31% | 41% | 36% | 25% | 147% | 36.75% |
| Total Capital Expenditures ($MM, Non-GAAP) | $3,780 | $3,600 | $3,240 | $3,631 | 10% | 91% | 9.10% |
| Total Oil & Gas Production (MBOE/d) | 656 | 691 | 760 | 737 | 10% | 167% | 16.70% |
| Health & Safety | See footnote | See footnote | See footnote | Achieved | 15% | 190% | 28.50% |
| Environmental Performance | See footnote | See footnote | See footnote | Achieved | 15% | 165% | 24.75% |
| Total Company Performance Score | — | — | — | — | — | — | 158% (rounded) |
- Long-Term Incentives (Company program for NEOs in 2024–2025)
- PSUs: 60% of LTI; 3-year performance; payout 0–200% based on relative TSR versus defined peers; no >100% payout if TSR is negative.
- RSAs: 40% of LTI; time-based, vest ratably 25% per year over four years from grant date.
| LTI Type | Performance Metric | Payout Curve / Vesting | Company Practice |
|---|---|---|---|
| PSUs | Relative TSR vs peer group | 0–200% of target; 3-year period (e.g., 2024 grants: Jan 1, 2024–Dec 31, 2026); median (6th) = 100% | 60% of NEO LTI; payout grid detailed in proxy. |
| RSAs | Time-based | 25% vesting on each anniversary over 4 years | 40% of NEO LTI. |
Equity Ownership & Alignment
| Policy / Data Point | Detail |
|---|---|
| Hedging/Pledging | Devon prohibits directors and executive officers from hedging or pledging company securities; prohibits margin holdings. |
| Stock Ownership Guidelines | Executives must maintain significant holdings; for NEOs: CEO 6x base salary, other NEOs 3x base salary; compliance assessed annually. (SVP-specific multiple not disclosed.) |
| Clawback Policy | Company maintains a clawback aligned with SEC/NYSE rules to recover incentive compensation after restatements. |
| Equity Plan Capacity | 31,934,003 shares available under 2022 LTIP as of Dec 31, 2024; outstanding PSUs/RSUs enumerated. |
Employment Terms
| Term | Detail |
|---|---|
| Appointment | Senior Vice President, E&P Asset Management effective Feb 8, 2025. |
| Benefits Eligibility | Eligible for nonqualified deferred compensation plan, supplemental contribution restoration plans, 401(k), and other comparable executive programs. |
| Change-in-Control | No SVP-specific change-in-control multiple disclosed for Raines in 8-K; NEO agreements provide 3x cash and defined equity treatment, but those terms are disclosed for NEOs, not necessarily SVPs. |
| Non-solicit/Other Covenants | NEO agreements include post-termination non-solicit and related conditions; SVP-specific covenants not disclosed. |
Insider Transactions and Vesting Pressure
| Date | Transaction Type | Shares | Price | Value | Note |
|---|---|---|---|---|---|
| Feb 10, 2025 | Tax Payment (Shares) | 4,413 | $34.26 | $151,189 | Shares withheld to cover taxes upon equity vesting; “Tax Payment (Shares)” per tracker. |
| Feb 11, 2025 | Uninformative Sell | — | $34.26 | $151.19K | Aggregator flags as uninformative (e.g., administrative). |
| Apr 10–11, 2025 | Common Stock / Uninformative Sell | — | ~$33.66–$27.75 | $33.66K | Uninformative sale entries; not indicative of discretionary selling pressure. |
Note: “Uninformative” Form 4 codes and tax-withholding transactions typically indicate administrative actions (e.g., withholding to cover taxes) rather than open-market discretionary selling, which reduces concern about near-term insider selling pressure.
Compensation Benchmarking and Peer Group
| Use Case | Peer Companies |
|---|---|
| 2024 compensation benchmarking peer group | APA; ConocoPhillips; Coterra; Diamondback; EOG; Hess; Marathon; Occidental; Ovintiv; Pioneer. |
| 2025 compensation benchmarking peer group | APA; ConocoPhillips; Coterra; Diamondback; EOG; Hess; Marathon; Occidental; Ovintiv. (Pioneer removed due to transaction) |
| PSU performance peer group (2024 grants) | APA; Expand Energy (Chesapeake renamed); ConocoPhillips; Coterra; Diamondback; EOG; Marathon; Occidental; Ovintiv; S&P 500; SPDR S&P Oil & Gas E&P ETF (XOP). |
Say-on-Pay & Shareholder Feedback
| Item | Outcome / Commentary |
|---|---|
| 2024 Say-on-Pay approval | ~94% votes “for”, indicating strong investor support for pay design. |
| Engagement | Devon conducts regular outreach with top investors and responds to proposals; maintains robust governance features. |
Investment Implications
- Pay-for-performance alignment: Company incentives center on FCF and CROCE with H&S and environmental goals, delivering a 158% 2024 company score tied to strong cash generation and production outcomes; LTI is predominantly performance-based via relative TSR PSUs, reinforcing alignment. While Raines’s specific personal metrics aren’t disclosed, his role is tightly coupled to asset productivity and capital efficiency—key scorecard levers.
- Retention risk: Raines’s package (base $475k; 75% bonus target; $1.5M LTI target) combined with a 2x salary+bonus severance reduces near-term attrition risk while maintaining at-risk pay. Absence of pledging and presence of clawbacks further align behavior; no red flags from disclosed insider activity (largely tax-related/uninformative).
- Trading signals: Limited discretionary insider selling and a performance-anchored compensation framework suggest neutral-to-positive signals for execution continuity in E&P asset management. Monitoring future Form 4s around vesting dates and material asset announcements remains prudent.
Areas not disclosed: Individual bonus metric weights/targets for Raines, SVP-specific change-in-control terms, and personal ownership levels; rely on company-level policies and ongoing SEC filings for updates.