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Franklin Myers

Chair of the Board at COMFORT SYSTEMS USACOMFORT SYSTEMS USA
Board

About Franklin Myers

Franklin Myers, age 72, is the independent Chair of the Board of Comfort Systems USA (FIX), serving as a director since May 2005 and as Chair since May 2014. He is an Operating Partner at Quantum Energy Partners (since February 2013), and previously served as CFO and SVP of Finance at Cameron International (2003–2008), Senior Advisor to Cameron (2008–2009), and earlier held senior legal and operational roles at Cameron, Baker Hughes, and Fulbright & Jaworski; he holds a B.S. in Industrial Engineering (Mississippi State University) and a J.D. (University of Mississippi), and has taught M&A as an adjunct at UT Law .

Past Roles

OrganizationRoleTenureCommittees/Impact
Quantum Energy PartnersOperating PartnerFeb 2013–present
Cameron InternationalSVP Finance & CFO2003–2008Financial leadership
Cameron InternationalSenior AdvisorApr 2008–Mar 2009
Cameron InternationalSVP; Division President; General Counsel & Secretary1995–2003Legal/operations leadership
Baker Hughes IncorporatedSenior Vice President & General CounselPrior to 1995
Fulbright & Jaworski (Norton Rose Fulbright)Attorney & PartnerEarlier career
University of Texas School of LawAdjunct Professor (M&A course)Past

External Roles

OrganizationRoleTenureCommittees/Impact
HF Sinclair CorporationChairman of the BoardCurrentBoard chair
Seahawk Drilling CompanyDirector2009–2011
Frontier Oil Corporation (predecessor of HF Sinclair)Director2009–2011
HollyFrontier CorporationDirector2011–2022
Ion Geophysical CorporationDirector2001–2019
Forum Energy TechnologiesDirector2011–Mar 2018
NCS MultistageDirector2017–2020
WireCo WorldGroup (private)DirectorCurrent at time of 2023 proxy
Three small private manufacturing companiesDirectorCurrent

Board Governance

  • Independent Chair since May 2014; Board explicitly determined Myers is independent under NYSE, Board Independence Guidelines, and Exchange Act rules; roles of Chair and CEO are separated and no Lead Director is deemed necessary given the independent Chair .
  • Committee assignments: Audit Committee member in 2025; the Audit Committee is entirely independent, all members financially literate and designated financial experts; committee held 8 regular meetings in 2024 . Myers was listed on the Nominating, Governance, and Sustainability Committee in the 2024 proxy; in 2023 he was listed as an Audit Committee member .
  • Board activity and attendance: In 2024, the Board held five regular and four special meetings; non‑employee directors met in executive session at each regular meeting under Myers’ direction; all directors met at least 75% attendance except Mr. Kapoor (joined Aug 2024); all directors attended the 2024 Annual Meeting .
  • Governance practices: “No overboarding” policy, stock ownership guidelines for directors and executives, annual self‑evaluations, and mandatory retirement after a director’s 75th birthday .

Fixed Compensation

YearCash Fees ($)Stock Awards ($)Other ($)Total ($)
2024195,591 159,716 0 355,307
  • Chair fee change: Myers’ cash includes the annual Chair of the Board fee, which increased effective May 17, 2024 from $100,000 to $125,000 (blended for 2024) .
  • Equity grant details (2024): 498 fully‑vested shares of Common Stock; grant date fair value computed under ASC 718 (average of high/low price on grant date); no options granted to directors .

Performance Compensation

  • No performance‑based director compensation disclosed (no PSUs, options, or formulaic metrics tied to director pay); director stock awards are fully vested and not contingent on performance .

Other Directorships & Interlocks

ItemDetail
Current public company boards (count)1 (HF Sinclair)
Role at other public companyChairman of the Board, HF Sinclair
Potential interlocks/conflictsNone disclosed; company relies on a Related Person Transactions Policy for review of transactions involving directors and related persons .

Expertise & Qualifications

  • Deep financial, legal, and operational background: former CFO and finance SVP; prior General Counsel; decades of public company board service; taught M&A at UT Law .
  • Audit Committee financial expert designation along with other members; financially literate .
  • Independent leadership as non‑executive Chair supports separation of oversight and management .

Equity Ownership

As‑of DateShares OwnedOptions ExercisableTotal Beneficial Ownership% of Class
March 1, 2025106,498 0 106,498 <1%
March 1, 2024118,000 0 118,000 <1%
  • Stock ownership guidelines exist for directors and executives (specific multiples not disclosed in the proxy summary sections) .
  • Section 16(a) reporting compliance: Company reports all directors complied with filing requirements for 2024 .
  • Anti‑hedging/pledging: Company maintains an anti‑hedging/pledging policy (policy reference indicated) .

Governance Assessment

  • Strengths: Independent, experienced Chair; separation of Chair/CEO roles; robust committee independence with Myers serving on Audit; audit financial expert designation; regular executive sessions led by Myers; Board attendance and engagement strong in 2024; stock ownership guidelines and anti‑hedging/pledging policies bolster alignment .
  • Compensation alignment: Director pay mix is cash plus fully‑vested equity; Chair fee modest increase in 2024 reflects role responsibilities; no performance‑based director awards, reducing pay complexity and potential misalignment risk .
  • Potential risks/considerations: Outside Chair role at HF Sinclair adds time commitment, though Company highlights “no overboarding” policy and Myers has only one current public company board per FIX proxy; mandatory retirement at 75 provides succession visibility (Myers at 72) .
  • Related‑party and compliance: Company maintains a formal Related Person Transactions Policy; no specific related‑party transactions involving Myers are indicated in the cited sections; Section 16 compliance reported .