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Amy E. Blakeway

Senior Vice President, General Counsel and Corporate Secretary at FLOTEK INDUSTRIES INC/CN/FLOTEK INDUSTRIES INC/CN/
Executive

About Amy E. Blakeway

Senior Vice President, General Counsel and Corporate Secretary at Flotek Industries (FTK) since March 1, 2024; age 43. Background includes Harvard Law School (J.D.) and dual summa cum laude undergraduate degrees in Business Administration & Accounting and European History from Washington & Lee University; member of the Texas state bar . 2024 Company performance factors considered in NEO bonuses included a 143% stock price increase, addition to Russell Microcap Index, ~$20M YoY net income increase (ex-2023 non-cash gains), and improved G&A efficiency . Pay-versus-performance disclosure shows the $100 TSR value at $140.56 by 2024, indicating total shareholder return progression over 2022–2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
Mesquite Energy, Inc.Vice President, Corporate Services and Associate General CounselJul 2020–Feb 2024 Not disclosed
Sanchez Oil & Gas CorporationAssociate General CounselJul 2016–Jul 2020 Not disclosed
Independence Contract DrillingDirector of LegalSep 2014–Oct 2015 Not disclosed
Forethought Financial Group, Inc.Vice President, Assistant General CounselJun 2012–Jan 2014 Not disclosed
Vinson & Elkins LLPAssociateSep 2007–May 2012 Not disclosed

External Roles

OrganizationPositionYearsNotes
Texas State BarMemberNot stated Active membership

Fixed Compensation

Metric2024
Base Salary (annual rate)$300,000
Salary Paid (2024 actual)$251,538 (partial year)
Target Bonus %50% of base salary
Actual Bonus Paid (2024)$112,500 (90% of prorated target)
All Other Compensation (2024)$490 (group term life insurance)

Performance Compensation

2024 Short-Term Incentive Program (STIP)

MetricWeightingTarget BasisActual vs TargetPayout Impact
Adjusted Revenue20% 2024 budget & Jan 2024 forecast Met under Jan 2024 forecast Contributed to 90% payout
Data Analytics Revenue25% 2024 budget & Jan 2024 forecast Not met Offset by other metrics
Adjusted Gross Margin25% 2024 budget & Jan 2024 forecast Exceeded under both Positive contribution
Adjusted EBITDA30% 2024 budget & Jan 2024 forecast Exceeded under both Positive contribution
Company Achievements considered143% stock price; Russell Microcap; +~$20M net income YoY (ex-2023 non-cash); -~11% G&A; ABL expansion; safety performance Overall payout 90% of target

2024 Long-Term Incentives (LTI) – Grants to Blakeway

Award TypeGrant DateSharesWeightingVesting / ConditionsMeasurement Period
Time-based RSUMar 1, 20248,065 Time-basedVests ratably over 3 years from grant 2024–2027 (per grant terms)
Time-based RSUOct 30, 202412,000 50% of 2024 LTI value Vests ratably over 3 years from grant 2024–2027 (per grant terms)
Performance RSUOct 30, 202412,000 50% of 2024 LTI value 50% vests on 2025 Adjusted EBITDA threshold; 50% vests on share price threshold by Dec 31, 2025 Jan 1–Dec 31, 2025 (EBITDA) and through Dec 31, 2025 (share price)

Equity Ownership & Alignment

ItemValue
Total Beneficial Ownership (as of Mar 20, 2025)1,508 shares
Ownership % of Shares OutstandingLess than 1%
Vested vs Unvested EquityUnvested RSUs: 8,065 (Mar 1, 2024 grant, time-based); 12,000 (Oct 30, 2024 grant, time-based); 12,000 (Oct 30, 2024 performance RSUs)
Options (Exercisable/Unexercisable)None disclosed for Blakeway
Shares Pledged as CollateralNone; pledging prohibited by policy and none pledged by executives/directors
Stock Ownership GuidelinesExecutives required to hold ≥2× base salary; 5 years to comply; all directors/executives in compliance or within grace period as of Dec 31, 2024

Employment Terms

ProvisionDetails
Employment Start DateMarch 1, 2024
Base Salary & Bonus Target$300,000 base; 50% target bonus
Severance (without cause/for good reason)12 months base salary (paid over 12 months) + pro-rata annual bonus for year of termination (paid on normal cycle) + COBRA premium differential for up to 12 months
Change-of-ControlUnvested equity fully vests immediately prior to termination occurring due to a change of control (double-trigger structure)
ClawbackCompany policy to recover erroneously awarded incentive compensation upon financial restatements; methods include reimbursement/cancellation/offset/forfeiture as applicable
Anti-Hedging/PledgingInsider Trading Policy includes anti-hedging and pledging restrictions

Investment Implications

  • Pay-for-performance alignment: 2024 bonus tied to four quantitative metrics with a 90% payout, reflecting strong adjusted margin and EBITDA execution but not meeting data analytics revenue goals; this supports disciplined incentives linked to operational performance .
  • Retention risk moderates via double-trigger vesting on change-of-control and standard severance (1× salary + pro-rata bonus + COBRA), with multi-year RSU vesting promoting continued service; no tax gross-ups and clawback policy enhance governance quality .
  • Equity alignment is modest today (1,508 shares) but increasing through unvested RSUs (total 32,065), with performance RSUs contingent on 2025 EBITDA and share price thresholds—potential trading signal if thresholds are approached (particularly share-price vesting by Dec 31, 2025) .
  • Policy safeguards: anti-hedging/pledging, minimum vesting standards in the LTIP, and a clawback framework reduce misalignment risk and discourage short-termism; no option repricing without shareholder approval under plan terms .
  • Company execution backdrop: 2024 achievements (TSR, profitability, G&A discipline, ABL expansion, index inclusion) underpin the Compensation Committee’s elevated payout and could support future vesting of performance RSUs, but data analytics growth remains a watch item for forward incentives .