Ian Shaw
About Ian Shaw
Ian Shaw is Chief Financial Officer (principal financial and accounting officer) of Dawson Geophysical Company, appointed in November 2023; he is 41 years old, holds a Master’s in Accounting from Texas Christian University, and is a Texas CPA . Background includes Vice President of Accounting and Finance at Wilks Brothers, LLC and prior Principal Financial Officer at Approach Resources Inc., with 8 years in Ernst & Young’s audit practice . Company performance during his tenure shows FY 2024 revenues declined versus FY 2023, while net loss and Adjusted EBITDA improved; cumulative TSR value decreased in 2024 versus 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Approach Resources Inc. | Principal Financial Officer | — | — |
| Ernst & Young | Audit practice | 8 years | — |
External Roles
| Organization | Role | Years | Strategic Context |
|---|---|---|---|
| Wilks Brothers, LLC (family office) | Vice President of Accounting & Finance | — | Family office with significant public/private investments and oilfield services experience |
Fixed Compensation
| Component | FY 2023 ($) | FY 2024 ($) |
|---|---|---|
| Base Salary | 9,231 | 120,000 |
| Bonus | 0 | 0 |
| All Other Compensation | 0 | 0 |
| Total | 9,231 | 120,000 |
| Employment Term | Detail | Effective Date |
|---|---|---|
| Base Salary | $10,000 per month | Dec 14, 2023 |
| Annual Bonus Eligibility | Eligible, metrics set by Compensation Committee in sole discretion | Aug 13, 2024 |
Performance Compensation
- No bonus paid in 2024; specific performance metrics, weightings, and targets for Mr. Shaw’s annual bonus were not disclosed .
- No stock awards or option awards granted to Mr. Shaw in 2023–2024; as of Dec 31, 2024, there were no unexercised options or unvested RSUs for named executive officers .
Equity Ownership & Alignment
| Metric | Value | As of |
|---|---|---|
| Total Beneficial Ownership (shares) | 0 | Apr 29, 2025 |
| Ownership (% of outstanding) | <1% | Apr 29, 2025 |
| Vested RSUs | 0 | Dec 31, 2024 |
| Unvested RSUs | 0 | Dec 31, 2024 |
| Options (exercisable/unexercisable) | 0 / 0 | Dec 31, 2024 |
| Hedging/Pledging | Prohibited by insider trading policy |
- Equity plan status (company-level): 92,500 RSUs outstanding; 1,000,879 shares available under Restated 2016 Plan; RSUs have no exercise price .
Employment Terms
| Item | Term |
|---|---|
| Appointment as CFO | November 2023 |
| Employment Agreement | Executed Dec 14, 2023 (Employment Agreement filed as Exhibit 10.3) |
| Severance Framework | Employment Agreements provide severance, bonus payments, and accelerated vesting in certain terminations; details for Mr. Shaw’s specific severance economics not itemized in proxy |
| Change-of-Control | Company states only Mr. Clark and Mr. Mays have change-in-control protections; none indicated for Mr. Shaw |
| Clawback Policy | Policy for Recovery of Erroneously Awarded Compensation filed (Exhibit 97.1) |
| Indemnification | Company provides indemnification agreements to all current directors and executive officers |
| Insider Trading Controls | No short-selling, options speculation, hedging or pledging permitted |
| Section 16 Compliance | Late Form 3 filings noted in 2024 including Mr. Shaw |
Company Performance Context (Compensation vs Outcomes)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($ millions) | 96.8 | 74.2 |
| Net Loss ($ millions) | (12.147) | (4.119) |
| Adjusted EBITDA ($ millions) | (2.016) | (1.309) |
| TSR – Value of $100 Investment ($) | $79 | $69 |
Say-on-Pay & Shareholder Feedback
| Meeting | For | Against | Abstentions | Broker Non-Votes |
|---|---|---|---|---|
| 2025 Annual Meeting (2024 NEO pay) | 23,655,236 | 2,314,751 | 8,446 | 1,720,528 |
Investment Implications
- Alignment: Zero-share ownership and no outstanding equity awards indicate limited personal financial alignment to stock performance; hedging/pledging prohibitions and presence of a clawback policy modestly mitigate governance risk .
- Incentive Design: 2024 compensation was entirely fixed salary with discretionary bonus eligibility added late in 2024; lack of disclosed performance metrics/weights reduces pay-for-performance transparency and may blunt incentives tied to TSR, revenue, or EBITDA .
- Retention & Change-of-Control: Employment Agreement exists, but change-in-control protections are explicitly granted only to CEO/COO, not CFO; retention relies on base/annual bonus and standard severance provisions, suggesting lower transaction-related windfalls and potentially lower deal-driven employee overhang for the CFO .
- Trading Signals: No equity vesting pipeline or options suggests minimal near-term insider selling pressure; Section 16 late filing is a minor compliance flag but not a trading catalyst .
- Performance Backdrop: FY 2024 saw revenue contraction with improved losses and Adjusted EBITDA, yet TSR value declined; absent performance-linked equity, compensation may not dynamically respond to this mixed outcome, which could matter for investors focused on incentive-driven execution .
- Control & Related Parties: The Wilks Parties control ~80% voting power and the company recorded related-party transactions with Wilks-affiliated entities; CFO’s concurrent role at Wilks Brothers heightens perceived conflict risk, warranting monitoring of related-party dealings and board oversight rigor .