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Anthony Clark

Anthony Clark

President and Chief Executive Officer at DAWSON GEOPHYSICAL
CEO
Executive

About Anthony Clark

Anthony Clark (age 67) is President and Chief Executive Officer of Dawson Geophysical (DWSN). He joined as EVP & Chief Business Officer in June 2023 and was appointed President and CEO in November 2023, following more than 35 years in leadership roles across seismic companies and five years as President of Breckenridge Geophysical prior to its asset acquisition by Dawson in March 2023 . Under Clark’s leadership, 2024 revenue was $74.2M vs. $96.8M in 2023, adjusted EBITDA turned positive at $2.0M (first positive since 2020), gross margin improved to 21% from 16%, and net loss narrowed to $4.1M from $12.1M; however, shareholder return as measured by the value of a $100 initial investment declined from $79 in 2023 to $69 in 2024 .

Past Roles

OrganizationRoleYearsStrategic impact
Breckenridge Geophysical, LLCPresident2018–Mar 2023Led seismic data acquisition business later acquired by Dawson; industry leadership continuity into Dawson .
Various seismic companiesPresident or Vice PresidentPre-2018 (35+ yrs)Built seismic departments, structured multi‑client surveys, and raised underwriting funds for acquisition programs .

External Roles

  • No public company directorships or external board roles disclosed for Clark in the proxy materials reviewed .

Fixed Compensation

Metric20232024
Base salary (USD)$234,230 $350,384
Target bonus (%)Eligible; % not disclosed Eligible; % not disclosed
Actual cash bonus paid (USD)$0 $0
All other compensation (USD)$17,878 (incl. 401(k) match) $15,348 (incl. 401(k) match; 150-share anniversary award noted separately)
  • Employment agreements (12/14/2023) set Clark’s annual base salary at $350,000 and bonus eligibility based on Board‑determined performance metrics (no explicit target % disclosed) .

Performance Compensation

Annual Cash Bonus Plan

Element20232024
Metrics and weightingBoard‑determined; not disclosed Board‑determined; not disclosed
Payout$0 $0
VestingN/AN/A

Equity Awards

Award typeGrant dateSharesFair valueVesting scheduleNotes
Restricted stock (anniversary award)Jun 28, 2024150Not disclosedNot disclosed; no unvested awards outstanding at 12/31/2024Late Form 4 filed Jan 21, 2025 referencing this grant; no outstanding unvested awards as of 12/31/2024 .
Stock options0No options granted/held; none outstanding at 12/31/2024 .

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership (shares)150 shares (direct/indirect not distinguished; <1% of class) as of Apr 29, 2025 .
Shares outstanding30,984,162 as of Apr 29, 2025 .
Vested vs unvestedNo unvested RSUs/options outstanding at 12/31/2024 .
Options (exercisable/unexercisable)None .
Shares pledged as collateralProhibited by company policy (hedging and pledging not permitted for directors/officers) .
Ownership guidelinesNot disclosed.
Ownership contextWilks Brothers, LLC beneficially owns ~79.59% (24,659,095 shares); all execs/directors as a group own ~0.25% (76,810 shares) .

Employment Terms

TermProvision
Role and appointmentEVP & Chief Business Officer (Jun 2023); President & CEO (Nov 2023) .
Contract termAmended & restated employment agreement effective Dec 14, 2023; two‑year term commencing Jun 16, 2023, auto‑renews annually unless non‑renewal notice ≥60 days before anniversary .
Base salary$350,000 per year .
BonusEligible annually; metrics set by Board/Comp Committee at its discretion .
Severance (no change‑in‑control)If terminated without cause, for good reason, or disability: (i) salary equal to remaining term; (ii) earned but unpaid prior‑year bonus; (iii) lump‑sum COBRA cost for 18 months; (iv) if termination occurs >4 months into year, pro‑rated current‑year bonus based on actual metrics .
Change‑in‑control (CIC)If termination without cause/for good reason within 12 months post‑CIC: two times (i), (iii), and (iv) above .
Equity vesting on termination/CICAccelerated vesting of outstanding awards upon qualified termination (including death/disability); Employment Agreements limit extent of acceleration under the plan .
Restrictive covenantsConfidentiality, non‑disparagement, non‑solicitation, IP assignment during and for specified periods after employment (durations not specified) .
Hedging/pledgingProhibited for directors and executive officers .
ClawbackNot specifically disclosed in the proxy materials reviewed.

Performance & Track Record

Metric20232024
Revenues ($USD millions)$96.8 $74.2
Gross margin (%)16% 21%
Adjusted EBITDA ($USD millions)-$2.0 $2.0
Net loss ($USD millions)-$12.1 -$4.1
“Value of initial $100” TSR proxy measure$79 $69
  • Management commentary highlighted the first positive annual adjusted EBITDA since 2020, cost structure improvements, and a strong backlog heading into 2025; Board approved a $6M 2025 capital budget to support potential single-node channel purchases; year-end 2024 cash of $1.4M and working capital of $4.6M were disclosed .

Related Party and Governance Context

  • Controlled company: Wilks Parties own ~80% voting power; Dawson relies on Nasdaq controlled-company exemptions for certain governance requirements .
  • Related party transactions: $187k expenses (hauling), $9k entertainment, $6k merger expenses to Wilks‑affiliated companies in 2024; ~$30k related party revenue; small payables outstanding; comparable smaller amounts in 2023 .
  • Section 16 filings: Clark filed a late Form 4 on Jan 21, 2025 covering a restricted stock grant on Jun 28, 2024 (others also had late filings) .

Investment Implications

  • Pay-for-performance alignment: Clark’s compensation is predominantly fixed cash (no 2023–2024 bonuses paid, minimal equity), with bonus metrics undisclosed—limiting external visibility on pay-performance linkage; absence of unvested equity and small direct holdings reduce near‑term insider selling pressure but also signal low “skin in the game” .
  • Retention and CIC economics: Severance equals salary for the remaining term (prorated bonus, COBRA), with a 2x multiplier on salary remainder/COBRA/prorated bonus if terminated within 12 months of a CIC—providing meaningful downside protection and potential cost to shareholders upon leadership transition in strategic events .
  • Governance risk factors: Controlled company status and related-party transactions with Wilks‑affiliated entities warrant monitoring; insider hedging/pledging is prohibited (mitigates alignment risk), but late Section 16 filings indicate process discipline should remain a focus .
  • Execution track record: 2024 saw material operational improvement (gross margin expansion, adjusted EBITDA inflection), though headline revenue declined and the proxy TSR measure fell in 2024; sustained backlog conversion and capital discipline around node investments are key levers for continued earnings and cash flow improvement .