Jack Vaughn
About Jack Vaughn
Jack E. Vaughn, age 80, is a seasoned upstream oil and gas executive appointed to Epsilon Energy Ltd.’s Board in Q4 2025 as part of the Peak E&P/Peak BLM transactions; he holds a B.S. in Petroleum Engineering from the University of Texas at Austin and has nearly 50 years of E&P experience, including founder/Chairman/CEO roles at Peak E&P and prior service on Bonanza Creek Energy’s board (predecessor to Civitas Resources) from 2017–2021 . He was designated for appointment to EPSN’s Compensation, Nominating & Corporate Governance Committee and Conflicts Committee upon closing, subject to standard compliance procedures; tenure commenced at Closing as disclosed in the November 14, 2025 Form 8-K .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Peak Exploration & Production, LLC | Founder, Chairman & CEO | 2011–2025 (at least through Closing) | Led multiple basin projects; seller designee to EPSN Board |
| Peak E&P (prior iterations) | Chairman & CEO | 2002–2011 | Granite Wash (TX Panhandle), Barnett Shale (Ft. Worth Basin), Bakken (Williston Basin) leadership |
| EnerVest Management Partners Ltd. | VP – Rocky Mountain Division | 1996–2002 | Managed San Juan Basin CBM project sold to Texaco in 2001 |
| Hillman Company Energy Group | Executive Project Manager | 1989–2002 | Managed San Juan Basin CBM development |
| Independent Consulting | Drilling/completions/project management | Pre-1989 | Rockies, East Texas, Mid-Continent |
| Amoco Oil Company | Early career | Began 1968 | Entry into petroleum industry |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Bonanza Creek Energy, Inc. (predecessor to Civitas Resources) | Director | Apr 2017–Apr 2021 | Public company directorship |
| Peak BLM Lease LLC | Authorized Officer | 2025 | Signatory to Purchase Agreement with EPSN; seller affiliation |
| Peak Powder River Acquisitions, LLC (subsidiary of Peak BLM) | Oversight via Peak BLM | 2025 | Reserve reports addressed to Vaughn |
Board Governance
- Committee assignments: Compensation, Nominating & Corporate Governance Committee and Conflicts Committee; not appointed to the Audit Committee .
- EPSN policy: committees constituted with independent directors; Audit Committee independent and financially literate; Comp/Nom/Gov Committee independent; Conflicts Committee independent, advising on corporate opportunities and related/ conflicted party interests .
- Board meeting cadence and engagement (2024 benchmark): Board held 10 meetings (4 full Board, 2 Comp/Nom/Gov, 4 Audit); non-management directors routinely meet in executive session; attendance rates for 2024 directors were strong (Jack Vaughn not yet on Board) .
| Director | 2024 Attendance (Board+Committees) |
|---|---|
| John Lovoi | 10/10 |
| Jason Stabell | 10/10 |
| Tracy Stephens | 6/6 |
| David Winn | 8/8 |
| Jason Stankowski | 8/8 |
| Nicola Maddox | 6/6 |
- Independence status: while EPSN committees are composed of independent directors per Nasdaq rules, EPSN’s 8-K/DEFM14A do not explicitly label Mr. Vaughn as “independent”; his appointment to independent-only committees is consistent with independent director composition requirements .
Fixed Compensation
EPSN’s director compensation structure (as disclosed; applies broadly to directors, including new appointees, absent contrary disclosure):
| Component | Amount/Structure |
|---|---|
| Annual Board retainer (cash) | $55,000 paid quarterly |
| Annual equity grant | $65,000 in share-based award valued at prior year-end price, vesting evenly over 3 years |
| Chairman of the Board fee (additional) | $40,000 cash annually |
| Audit Committee Chair fee (additional) | $15,000 cash annually |
| Compensation/Nominating/Governance Chair fee (additional) | $10,000 cash annually |
| Options | None; no option-based awards outstanding for directors |
| Prohibitions | No hedging, short sales, margin, or pledging of EPSN stock by directors/officers/employees |
Performance Compensation
- No performance-based director compensation metrics disclosed; director equity awards vest time-based over three years and are not tied to revenue/EBITDA/TSR goals .
Other Directorships & Interlocks
| Company | Sector | Role | Overlap/Interlock Risk |
|---|---|---|---|
| Bonanza Creek Energy, Inc. (now Civitas Resources) | E&P | Director (2017–2021) | Industry adjacency; no EPSN supplier/customer link disclosed |
| Yorktown-affiliated sellers | Energy PE | Sellers designate Vaughn and Lawrence to EPSN Board | Sellers to own ~21–28% post-transactions; governance oversight via Conflicts Committee |
- Post-transaction ownership mix: Sellers to own ~21% at Closing (fully diluted), rising to ~28% if maximum shares issued (including 2.5M to Yorktown), implying meaningful influence and potential related-party considerations .
Expertise & Qualifications
- Deep technical and operating credentials in E&P across multiple basins; significant leadership of CBM and shale projects; extensive project management and M&A experience; Petroleum Engineering degree from UT Austin .
- Prior public company board experience (Bonanza Creek), adding governance familiarity .
Equity Ownership
| Holder | Common Shares Owned | % Outstanding | As-Of |
|---|---|---|---|
| Jack E. Vaughn | — (none reported) | <5% | Oct 7, 2025 (Record Date) |
- EPSN bans hedging/pledging; no pledging disclosures for Mr. Vaughn; no director indebtedness or related loans disclosed in 2024–2025 proxy .
Governance Assessment
- Strengths: decades of E&P leadership and technical oversight; prior public board experience; appointment to Comp/Nom/Gov and Conflicts Committees aligns his expertise with governance-critical functions; EPSN’s independent committee composition and ban on hedging/pledging support investor alignment .
- Risks/Red Flags: seller-designee status and leadership at acquired entities (Peak E&P/Peak BLM) create potential related-party/transaction conflicts; sellers’ significant post-deal ownership (21–28%) increases influence—mitigation depends on Conflicts Committee rigor and full adherence to EPSN’s independence standards .
- Attendance/Engagement: no EPSN attendance history yet for Vaughn given Q4 2025 appointment; Board’s 2024 attendance baseline is high, with routine executive sessions—monitor Vaughn’s meeting participation and committee engagement in 2026 filings .
- Compensation & Alignment: director pay is balanced cash+equity with 3-year vesting; no performance metrics specific to directors; as of Oct 2025, Vaughn reported no EPSN share ownership—track subsequent grants and ownership to assess alignment over time .
Monitoring priorities: confirm formal independence status in the 2026 proxy; review any related-party disclosures involving Yorktown/Peak; track Conflicts Committee actions on post-closing integrations; observe director stock grants and subsequent beneficial ownership updates for skin-in-the-game alignment .