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Ryan Stash

Senior Vice President, Chief Financial Officer, Treasurer, and Corporate Secretary at EVOLUTION PETROLEUM
Executive

About Ryan Stash

Senior Vice President, Chief Financial Officer, Treasurer, and Corporate Secretary of Evolution Petroleum (EPM). Appointed November 18, 2020; age 49. Former CFO of Harvest Oil & Gas (2018–2020), previously Managing Director at Regions Securities (energy), 11 years in Wells Fargo Securities’ Energy IB group; earlier auditor roles at HP and EY. Education: MBA, Master in Professional Accounting, and BBA from the University of Texas at Austin; CPA (Texas) .

Company performance context during his tenure (selected metrics):

MetricFY 2023FY 2024FY 2025
Total Shareholder Return (indexed, $)184.95 130.66 109.35
Net Income ($000s)35,217 4,080 1,473

Past Roles

OrganizationRoleYearsStrategic impact
Harvest Oil & Gas CorpVice President & Chief Financial OfficerOct 2018 – Nov 2020 Public E&P CFO experience; preparation for EPM CFO role
Regions SecuritiesManaging Director (Energy)Not disclosed Energy-focused investment banking coverage
Wells Fargo SecuritiesEnergy Investment Banking Group (rose to Director)11 years Capital markets/M&A expertise in energy
Hewlett-Packard; Ernst & YoungAuditorNot disclosed Audit/controls foundation (CPA-TX)

Fixed Compensation

ComponentFY 2023FY 2024FY 2025
Base Salary ($)285,722 299,175 292,200
Target Bonus (% of salary)75%
Actual STIP/Bonus Paid ($)164,143 131,490 208,193
All Other Compensation ($)42,642 47,125 50,610
SCT Total Compensation ($)759,990 697,318 828,749

Notes:

  • Base salaries for FY24–FY25 were reviewed and set by the Compensation Committee (FY25 unchanged vs FY24) .
  • No perquisites; standard benefits (401k match up to 6%, insurance) provided to all employees .

Performance Compensation

Short-Term Incentive Plan (STIP)

  • Target bonus: 75% of base salary for Stash in FY2025 .
  • Corporate performance categories and weights; committee assessed FY2025 corporate performance at 95% of target .
STIP Metric (FY2025)WeightTargetActualPayout
Asset management30% Not disclosedNot disclosedNot disclosed
Reserve replacement20% Not disclosedNot disclosedNot disclosed
Total shareholder return15% Not disclosedNot disclosedNot disclosed
Dividend level15% Not disclosedNot disclosedNot disclosed
Capital management5% Not disclosedNot disclosedNot disclosed
ESG5% Not disclosedNot disclosedNot disclosed
Discretionary10% Not disclosedNot disclosedNot disclosed
Corporate performance score100%95% of target Drives STIP payout

Actual bonus (NEIC) for Stash: FY2023 $164,143; FY2024 $131,490; FY2025 $208,193 .

Long-Term Incentive Plan (LTIP)

  • FY2025 LTIP weighting: 66.7% performance-based; 33.3% time-based .
  • Performance awards: 3-year relative TSR vs peer group; vest end of period (measurement to Jun 30, 2027). “Outperform” PSU tranche vests only if relative TSR in top quartile (75–100%) .
  • Time-vested restricted stock: vests in three equal installments each September 1 following grant (continuous employment) .

FY2025 grants (approved 9/17/2024):

Award TypeGrant DateShares/UnitsGrant-Date Fair Value ($)Vesting/Conditions
Performance-based restricted stock (target)9/17/202436,141 174,200 3-yr relative TSR vs peer group; vests at end of period to 6/30/2027
Time-vested restricted stock9/17/202418,071 103,547 3 equal annual installments starting 9/1/2025
Performance-based contingent share units (PSUs, “outperform”)9/17/202427,106 (max) If deemed probable at grant would be $72,373 Top-quartile relative TSR required; 3-yr period to 6/30/2027

Grant sizing framework (FY2025): LTIP target 100% of salary for Stash; computes to 18,071 time-vested shares and up to 36,141 performance-based shares at $5.39/share board valuation as of 9/13/2024 .

Vesting status/value realized FY2025:

Vesting Activity FY2025Shares VestedValue Realized ($)
Stock awards vested (Stash)58,086 303,921

Equity Ownership & Alignment

Beneficial Ownership (as of Sept 30, 2025)

HolderDirect CommonTime-Vested Restricted (unvested)Performance-Based Restricted (unvested)Total Beneficial% Out.
Ryan Stash173,415 34,407 99,075 306,897 <1%
  • Stock retention policy: executives must retain 60% of award shares vested over trailing 36 months; all executives/directors in compliance as of 9/30/2025 .
  • Insider trading policy: blackout restrictions; company believes no named executive officers/directors have entered into derivative transactions on company stock .

Unvested/Unearned Awards (as of June 30, 2025)

CategoryUnits/SharesValuation BasisMarket/Payout Value
Unvested time-vested/RS awards94,500 $4.70 close on 6/30/2025 $444,150
Unearned performance-based units/rights47,597 $4.70 close on 6/30/2025 $223,706

Capital structure context: 34,647,751 common shares outstanding (9/30/2025) .

Insider activity (trading pressure gauge)

  • 09/03/2025 Form 4: shares surrendered to issuer to cover tax withholding upon RS vest (administrative, not open-market selling) .
  • 09/22/2025 Form 4s filed reflecting equity award/changes in beneficial ownership (company IR index) .
  • 07/02/2024 Form 4: shares surrendered for withholding on vesting .
  • 11/20/2024 Form 4: shares surrendered for withholding on vesting .

Takeaway: Recent Forms 4 predominantly reflect tax-withholding surrenders rather than discretionary open-market sales, reducing perceived selling pressure.

Employment Terms

  • Change-in-Control (CIC) policy (amended May 2023): upon termination within one year following a CIC, (i) all unvested equity fully vests (performance awards vest based on performance achieved as of CIC date), (ii) severance equals 1x base salary + 1x target bonus, and (iii) one year of continued health benefit subsidy .

Estimated benefits for Ryan Stash (as of 6/30/2025):

ScenarioSeverance PayOther Benefits (health)Accelerated Equity (FMV)Total
Change in Control + qualifying termination$511,350 $31,151 $315,741 $858,242
Death or Disability$238,017 $238,017
  • Clawback: Incentive Compensation Recoupment Policy adopted Sept 2023 (SEC Rule 10D-1/NYSE American 811 compliant) .
  • No company loans; no defined benefit or non-qualified deferred comp; no social club or similar perquisites .

Compensation Structure Governance

  • Pay design: simple, transparent, heavy equity weighting to align with shareholders; targets generally set near peer median .
  • Peer group (FY2025, 12 oil & gas companies) used for benchmarking and TSR performance measurement (e.g., Amplify, Berry, Granite Ridge, Northern Oil & Gas, SandRidge, Vitesse, etc.) .
  • Say-on-Pay support: >94% approval at 2024 annual meeting; no changes deemed necessary in 2025 in response .

Investment Implications

  • Alignment: High equity mix, 3-year relative TSR metrics, and a 60% stock retention requirement indicate strong pay-for-performance alignment and lower short-term selling incentives .
  • Retention risk: Balanced—CIC severance is modest at 1x salary + target bonus with double-trigger equity vesting (termination required), providing some protection without excessive parachute risk .
  • Selling pressure: Recent Forms 4 reflect tax-withholding surrenders vs. discretionary sales; sizable unvested/uneamed equity (94.5k RS; 47.6k perf units) increases opportunity cost of departure and dilutes near-term sell pressure .
  • Performance risk: TSR index has declined from FY2023 to FY2025 amid lower net income, increasing the hurdle to earn performance-based equity through FY2027; this heightens execution requirements in capital allocation, reserves replacement, and dividend discipline embedded in STIP .