Fabrice Nze-Bekale
VAALCO ENERGY INC /DE/About Fabrice Nze-Bekale
Independent director at VAALCO Energy (EGY) since 2022; age 51. He brings 25+ years across mining, banking, telecoms, M&A and international finance, with senior executive and board roles in West/Central Africa; degrees include a Master’s in Finance and Financial Engineering (Université Paris-Dauphine) and an MBA (London Business School); Gabonese national. The Board cites his sector breadth and on-the-ground knowledge of Gabon and West Africa as valuable to EGY’s strategy and oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Société Equatoriale des Mines (Gabon national mining co.) | Chief Executive Officer | 2012–2017 | Helped create and manage Gabon’s mining investments |
| Standard Bank PLC (London) | Director of Investment Banking | 2008–2011 | Investment banking leadership |
| Celtel International | Finance Manager | 2005–2008 | Finance leadership in telecoms |
| Citibank Gabon | Head of Corporate Banking (career began at Citibank) | n/a | Rose to head corporate banking |
External Roles
| Organization | Role | Since/Tenure | Committees/Impact |
|---|---|---|---|
| Orabank Gabon | Independent Director; Chair, Audit Committee | Current | Also serves on Risk and Ethics & Good Governance Committees |
| Airtel Money Gabon | Chairman of the Board | Since 2021 | Governance oversight in fintech/payments |
| Gabon Power Company (SWF PPP vehicle) | Director | Appointed Jan 2024 | PPPs in utilities sector |
| Gabon Angel Investing Network | Executive President of the Board | Since 2021 | Entrepreneurial ecosystem leadership |
| Fonds Gabonais d’Investissements Stratégiques (Gabon SWF) | Board Member | 2012–2020 | Sovereign wealth investment oversight |
| ACT Afrique (Dakar) | CEO; Executive Board Member | CEO since 2017; board exec since 2020 | Strategic advisory/investment banking to governments and private sector in West Africa |
Board Governance
- Independence and service: The Board determined Mr. Nze-Bekale is independent under NYSE rules; no material relationships or related-party transactions involving directors were identified; no family relationships among directors/officers .
- Committees and chair roles (2025 slate): Audit (member), Compensation (member), ESG (Chair), Strategic (member); not on Technical & Reserves .
- Attendance and engagement: In 2024, the Board met 10x; committees met as follows—Audit (4), Compensation (3), ESG (3), Strategic (4), Technical & Reserves (5). Each director attended all Board meetings held during their service, and each committee member attended all meetings of committees on which they served; all directors attended the 2024 annual meeting. Executive sessions of non‑management directors occur at least with each regularly scheduled Board meeting .
- Committee interlocks: None—no Compensation Committee interlocks or related relationships with companies affiliated with EGY directors .
- Lead independent director: Not designated because the Chair is independent; ESG Committee runs Board/committee self-evaluations annually .
- Stock ownership and trading policies: Robust director stock ownership guidelines; hedging and pledging of company securities by directors is prohibited without Board consent .
Fixed Compensation
| 2024 Director Cash Fee Schedule | Amount (USD) |
|---|---|
| Annual cash retainer (non-employee director) | $50,000 |
| ESG Committee Chair (raised in Aug 2024) | $20,000 |
| Audit Committee Chair | $20,000 |
| Other Committee Chairs | $15,000 |
| Chair of the Board | $100,000 |
| Per Board meeting fee | $2,000 |
| Per Committee meeting fee | $1,000 |
| 2024 Non-Employee Director Compensation (EGY) | Fees Earned (Cash) | Stock Awards (Grant-Date FV) | Total |
|---|---|---|---|
| Fabrice Nze‑Bekale | $99,500 | $85,002 | $184,502 |
Notes: Cash column includes annual retainer, meeting fees, and chair fees as applicable. Stock awards valued per ASC 718 at grant date (June 6, 2024) .
Performance Compensation
| Equity Award Detail (Directors) | Grant Date | Shares Granted | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| Annual restricted stock (non-employee directors) | June 6, 2024 | 14,262 | $85,002 | Vests on the earlier of first anniversary of grant or first Annual Meeting following grant, but no less than 50 weeks from grant; subject to continuous service |
- No performance metrics apply to director equity; awards are time-based to align with long-term shareholder interests .
Other Directorships & Interlocks
| Company/Entity | Relationship to EGY | Interlock/Conflict Noted |
|---|---|---|
| Orabank Gabon; Airtel Money Gabon; Gabon Power Company; Gabon Angel Investing Network; FGIS | External roles held by Mr. Nze‑Bekale; EGY operates in Gabon | Board affirmed his independence; no related‑party transactions involving directors disclosed . |
Expertise & Qualifications
- Sectoral breadth: mining, banking, telecoms, M&A, international finance; extensive regional expertise in Gabon/West Africa supporting EGY’s African-focused operations .
- Governance credentials: Audit chair experience (Orabank Gabon) and committee service across risk, ethics and governance; Chair of EGY’s ESG Committee .
- Education: Master’s in Finance and Financial Engineering (Paris-Dauphine); MBA (London Business School) .
- Board’s view: Background and regional knowledge make him a valuable resource for EGY’s Board .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Options Exercisable within 60 Days | Percent of Shares Outstanding | Outstanding Shares (Record Date) |
|---|---|---|---|---|
| Fabrice Nze‑Bekale (as of Apr 11, 2025) | 44,777 | 0 | <1% | 105,079,017 |
Stock ownership guidelines: Independent directors must hold 5× annual cash retainer; compliance reviewed annually by ESG Committee—directors and officers were found to be in compliance in 2024. Hedging/pledging is prohibited without Board consent .
Governance Assessment
- Strengths: Independent director with 100% Board and committee attendance in 2024; ESG Chair with defined remit (governance practices, board evaluations, succession, ESG oversight); member of Audit and Compensation—committees composed entirely of independent directors; no comp committee interlocks; robust ownership and anti‑hedging/pledging policies; say‑on‑pay support of ~84% in 2024 indicates constructive shareholder sentiment .
- Alignment: Director pay balanced between cash and time‑vested equity; annual director equity grants (time-based) align with long-term value; stock ownership guidelines (5× retainer) and compliance reinforce alignment .
- Conflicts/Related‑Party risk: Board affirmatively determined independence; no director-related party transactions disclosed; Audit Committee oversees related-person transactions and disclosed only a COO family-member vendor engagement (not director-related) for 2024 .
- Watch items: Multiple external roles in Gabon (banking, payments, power, angel investing) alongside EGY’s material Gabon operations—no RPTs disclosed and independence affirmed, but continue monitoring for any evolving transactional links or policy changes; ESG Chair role positions him to manage such risks through governance processes .