Robert Mosbacher Jr.
DEVON ENERGY CORP/DEAbout Robert A. Mosbacher, Jr.
Independent director (age 73) serving on Devon’s board since 2009; previously a director from 1999–2005 before resigning to lead the U.S. Overseas Private Investment Corporation (OPIC) as President & CEO under the Bush administration . He is Chair of the Compensation Committee and a member of the Governance, Environmental, and Public Policy (GEPP) Committee . Mosbacher is Chairman of Mosbacher Energy Co.; he holds a B.A. in political science from Georgetown University and a J.D. from Southern Methodist University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Devon Energy Corporation (DVN) | Independent Director | Director since 2009; prior service 1999–2005 | Chair, Compensation; Member, GEPP |
| OPIC (U.S. Overseas Private Investment Corporation) | President & CEO | Appointed during Bush administration (dates not specified) | Led U.S. agency supporting private investment in emerging markets |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mosbacher Energy Co. | Chairman | Not disclosed | Independent oil & gas E&P |
| National Archives Foundation | Board member | Not disclosed | Non-profit board |
| Center for Global Development | Director | Not disclosed | Think tank directorship |
| U.S. International Development Finance Corporation | Chair, Development Advisory Council | Not disclosed | Advisory role on development finance |
Board Governance
- Committee assignments: Chair, Compensation; Member, GEPP .
- Independence: Board determined 10 of 11 current directors are independent; Mosbacher listed among independent nominees (all except CEO) .
- Board activity and attendance: Board met 10 times in 2024; all directors attended at least 91% of aggregate Board and committee meetings .
- Committee activity: Compensation Committee held 7 meetings in 2024 with focus on peer group, metric evaluation, and CEO compensation; GEPP held 5 meetings focused on governance and sustainability oversight .
- Say-on-Pay signal: 2024 advisory vote received ~94% support; program maintained without material changes .
- Related party process/output: Audit Committee oversees related person transactions; no transactions requiring disclosure identified in early 2025 review .
Fixed Compensation
| Component | Amount ($) | Detail |
|---|---|---|
| Annual Board Retainer | $100,000 | Standard non-management director cash retainer |
| Committee Chair Retainer (Compensation) | $20,000 | Additional cash retainer for Compensation Chair |
| 2024 Fees Earned (cash) | $120,000 | Matches board + chair retainers |
| 2024 Stock Awards (grant-date fair value) | $230,023 | Annual LTI grant made June 5, 2024; immediate vesting |
| Gift Matching Contribution | $10,000 | Company charitable match program |
| 2024 Total Compensation | $360,023 | Sum of cash, equity, gift match |
Additional structure details:
- Director equity awards are targeted at $230,000 each year; non-executive Board Chair receives an additional $87,500 in equity. 2024 director grants vested immediately; directors may elect RSUs with deferred payment timing .
Performance Compensation
| Item | Structure | Metrics/Conditions |
|---|---|---|
| Annual Director LTI | Restricted stock (or RSUs at director’s election) | Grants vest immediately; no performance conditions disclosed for director awards |
Other Directorships & Interlocks
| Entity | Relationship Type | Independence/Interlock Notes |
|---|---|---|
| Mosbacher Energy Co. | Chairman | No Devon-related transactions disclosed in independence review; independence affirmed . |
| Independence review examples (others) | Nine Energy, Delek Logistics, Texas Pacific Land, Sempra | Relationships for other directors considered and found routine/immaterial; none listed for Mosbacher . |
| Related party transactions | Company policy and audit oversight | No related person transactions requiring disclosure identified in 2025 review . |
Expertise & Qualifications
- Energy industry leadership and upstream E&P experience via Mosbacher Energy Co. .
- U.S. federal government executive leadership at OPIC; global investment and development finance expertise .
- Governance experience across boards; currently chairs Compensation Committee .
- Education: B.A. Georgetown University; J.D. Southern Methodist University .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | As of |
|---|---|---|---|
| Robert A. Mosbacher, Jr. | 83,474 | Less than 1% | March 31, 2025 |
Ownership alignment policies:
- Stock ownership guideline: directors must hold Devon common stock equal to five times the annual retainer within five years; holding requirement applies until guideline met .
- Hedging/pledging: directors prohibited from hedging or pledging Devon securities, short sales, and buying on margin; policy filed with latest 10-K .
Governance Assessment
- Strengths: Independent director; Compensation Chair and GEPP member; robust committee cadence (Comp: 7; GEPP: 5); broad operational/government expertise; strong Board-wide attendance; Compensation Committee independence with no interlocks; and high say‑on‑pay support indicating investor alignment .
- Alignment: Meaningful share ownership (83,474 shares) and equity-based annual director grants; stringent ownership guidelines; prohibitions on hedging/pledging strengthen alignment with shareholders .
- Conflicts/Related party: No related person transactions disclosed for Mosbacher; independence determinations did not flag any Mosbacher-linked business relationships with Devon .
- Watch items: Chairmanship of a private E&P (Mosbacher Energy Co.) in the same sector warrants ongoing monitoring for any future related‑party exposure; current filings show none .