Evelyn Angelle
FORUM ENERGY TECHNOLOGIESAbout Evelyn M. Angelle
Independent director since February 2011; age 57. She is Audit Committee Chair and a member of the Nominating, Governance & Sustainability (NG&S) Committee. A CPA (Texas) and Certified Management Accountant, Angelle previously served as EVP & CFO of BJ Services (Jan–Nov 2017) and held senior finance, accounting, investor relations, and supply chain roles at Halliburton (2003–2015). She is NACD Directorship Certified and holds the NACD Certificate in Cyber-Risk Oversight. The Board designates her as an audit committee financial expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BJ Services | Executive Vice President & Chief Financial Officer | Jan–Nov 2017 | Led finance; North American pressure pumping operations |
| Halliburton | SVP – Supply Chain; Senior finance/accounting roles incl. Chief Accounting Officer; VP Investor Relations | 2003–2015 (SVP Supply Chain: 2014–2015) | Global procurement, logistics, manufacturing; internal controls/public company disclosure |
| Ernst & Young LLP | Audit (serving large multinational public companies) | ~15 years (pre-2003) | Technical accounting and consultation; public company audit experience |
External Roles
| Organization | Role | Public/Private | Committees |
|---|---|---|---|
| STEP Energy Services Ltd. | Director | Public | Audit Committee member |
| Bird Construction Inc. | Director | Public | Audit; Health, Safety & Environment Committees |
| AMP Americas II Parent, LLC | Board of Managers; Audit Committee Chair | Private | Audit Chair |
Board Governance
- Committee assignments: Audit Committee Chair; NG&S Committee member; designated audit committee financial expert; Audit Committee (Angelle; Carrig; Rowsey) held 6 meetings in 2024; NG&S held 3; the Board held 5 meetings with each director attending ≥90% of meetings of the Board and their committees .
- Independence: Board affirmatively determined Angelle is independent under NYSE standards (also meets heightened independence for audit/comp committees) .
- Leadership structure: Lead Independent Director was Michael McShane in 2024; executive sessions held at each regularly scheduled meeting; post-May 2025 McShane transitions to Chair and the Lead Independent Director role is not filled .
- Stock ownership guidelines: Non-executive directors must hold at least $210,000 of stock or eligible ownership (3x annual cash retainer); all directors were compliant or within grace period as of Dec 31, 2024 .
- Hedging/pledging: Prohibited for directors, officers, and employees under Insider Trading Policy .
Fixed Compensation
| Component | Amount/Terms | 2024 Angelle Cash Received |
|---|---|---|
| Annual director cash retainer | $70,000 | $70,000 (included in cash fees) |
| Audit Committee Chair retainer | $20,000 | $20,000 |
| NG&S Committee member retainer | $5,000 | $5,000 |
| Total director cash fees (2024) | — | $95,000 |
- Director compensation consultant: Meridian Compensation Partners; 2023 study supported market median positioning; 2024 program unchanged .
Performance Compensation
| Equity Instrument | Grant Date | Units | Grant-Date Fair Value per Unit | Total Grant-Date Value | Vesting/Deferral |
|---|---|---|---|---|---|
| Restricted Stock or RSUs (annual) | Mar 6, 2024 | 7,975 | $18.81 | $150,010 | Vest in full on first anniversary; RSUs eligible for director-elected deferral to separation or elected settlement year |
| Vested but unsettled RSUs (prior grants) | — | 1,934 | — | — | Deferred settlement: earlier of 10 years from grant or separation |
- Director equity mix and vesting: Non-employee directors receive $150,000 equity annually (restricted stock or RSUs, time-based vesting) to align interests; no director performance-based equity metrics are disclosed for 2024 director grants (company’s performance-based awards apply to executives, not directors) .
Other Directorships & Interlocks
| Company | Sector Link to FET | Potential Conflict Signal |
|---|---|---|
| STEP Energy Services Ltd. | Oilfield services customer segment overlap | No related-party transactions disclosed with STEP in 2023–2024; RPTs disclosed were with Variperm sellers, Endurance Lift, Axis; none involve Angelle |
| Bird Construction Inc. | Construction; limited direct overlap | No related-party disclosures involving Bird |
| AMP Americas II Parent, LLC | RNG; adjacent to energy transition | Private; no FET related-party disclosures |
Expertise & Qualifications
- Financial/accounting: CPA (Texas), CMA; audit/public company disclosure; designated audit committee financial expert .
- Operations/supply chain: Led global procurement, materials, logistics, manufacturing at Halliburton .
- Investor relations and internal controls: Senior roles overseeing IR and internal controls/compliance .
- Cyber oversight: NACD Certificate in Cyber-Risk Oversight .
- Human capital and safety: Service on HSE committee at Bird; Board emphasizes safety metrics in oversight .
Equity Ownership
| Holder | Shares Beneficially Owned | Notes | Ownership % of Outstanding |
|---|---|---|---|
| Evelyn M. Angelle | 18,658 | Includes 900 shares owned by spouse | ~0.151% (18,658 ÷ 12,369,625) |
| Unvested restricted stock (director grant) | 7,975 | As of Dec 31, 2024 | — |
| Vested but unsettled RSUs | 1,934 | Deferred settlement terms as noted | — |
| Ownership guideline | $210,000 minimum (3x cash retainer) | Directors compliant or within 5-year grace as of Dec 31, 2024 | — |
- Insider trading policy: Prohibits hedging and pledging; no pledging disclosed for Angelle .
Governance Assessment
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Strengths
- Independent director with deep finance/audit credentials; Audit Chair; designated financial expert; strong fit for oversight of financial reporting and cybersecurity .
- Engagement: Board held 5 meetings; directors ≥90% attendance; Audit Committee met 6 times; NG&S met 3 times; frequent executive sessions support robust independent oversight .
- Alignment: Director equity grant ($150,010; 7,975 units at $18.81) with annual vesting; stock ownership requirement ($210,000; 3x retainer) and compliance enhance alignment; hedging/pledging prohibited .
- No related-party exposure: 2023–2024 related-party transactions did not involve Angelle; transactions disclosed were arms-length and immaterial to revenue; oversight via Audit Committee RPT policy .
-
Watch items
- Sector interlock: STEP is an oilfield services company in a customer-adjacent segment; maintain monitoring for potential information flow conflicts; no RPTs disclosed with STEP .
- Equity is time-based for directors (no performance metrics); while typical, investors focused on pay-for-performance may prefer stricter holding/longer vesting; note that FET enforces ownership requirements and prohibits hedging/pledging .
Director Compensation Mix (2024)
| Component | Amount ($) | % of Total |
|---|---|---|
| Cash fees | 95,000 | 38.8% (derived from table) |
| Equity awards | 150,010 | 61.2% (derived from table) |
| Total | 245,010 | 100.0% |
Director fee detail: Annual cash retainer $70,000; Audit Chair $20,000; NG&S member $5,000; annual equity grant 7,975 units (restricted stock/RSUs), grant-date fair value $18.81; vest on first anniversary; Angelle’s 2024 totals: $95,000 cash; $150,010 equity; $245,010 total .
Committee Work Highlights
- Audit Committee (Chair: Angelle): Oversight of financial statements; legal/regulatory compliance; external auditor selection/performance; internal audit; primary cybersecurity oversight; 6 meetings in 2024; Angelle and Carrig designated financial experts .
- NG&S Committee: Board composition, governance practices, sustainability oversight (metrics, emerging trends, climate risks); establishes Board/committee/CEO evaluations; 3 meetings in 2024 .
Compensation Structure Analysis
- Board/director pay practices: Use of independent consultant (Meridian); annual equity resumed in 2024 ($150k equity + $70k cash), aligning with market median; stock ownership policy enforces alignment; no meeting fees; structured committee retainers .
- Risk mitigants: No hedging/pledging; clawbacks apply to executives under Rule 10D-1; minimum vesting rules for plan awards; director annual cap $950,000; no option repricing; double-trigger vesting under plan governance .
RED FLAGS
- None disclosed specific to Angelle: no attendance issues (≥90% attendance for all directors), no related-party transactions, no pledging/hedging; independent status affirmed .
Notes on Related-Party Exposure and Controls
- RPT policy: Audit Committee reviews and approves RPTs over $120,000; 2023–2024 transactions (Variperm sellers; Endurance Lift; Axis) were arms-length and <1% of revenue; Angelle not implicated .