Michael Sluiter
About Michael Sluiter
Michael Sluiter, age 52, is Senior Vice President, Reservoir Engineering at Gulfport Energy, a role he has held since December 2018; he holds a B.Sc. in Chemical Engineering from the University of Sydney and previously served in engineering and leadership roles at Noble Energy, Santos (Australia/USA), and began his career as a Schlumberger wireline field services engineer in Thailand . Gulfport’s recent performance context during his tenure includes operating cash flow of $650.0 million in 2024 and $723.2 million in 2023, with strong shareholder returns (stock appreciated ~38% in 2024 and ~80% in 2023) tied to capital discipline and development efficiencies . Gulfport’s incentive programs emphasize operational and financial KPIs (production, capex, LOE, free cash flow) as well as HSE metrics, aligning management compensation with company performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Noble Energy, Inc. | Business Development Engineering Advisor; Appalachian Reservoir Engineering Supervisor; Permian Basin Business Unit Manager | 2012–2018 | Led reservoir engineering, subsurface development and business development across key US basins . |
| Santos (Australia/USA) | Engineering/leadership roles | Not disclosed | Unconventional resource development and reservoir engineering expertise . |
| Schlumberger (Thailand) | Wireline Field Services Engineer | Not disclosed | Field operations foundation; wellsite execution experience . |
Fixed Compensation
Multi-year compensation (Summary Compensation Table):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | 371,470 | 387,592 | 409,713 |
| Stock Awards ($) | — | 1,083,375 | 1,247,514 |
| Non-Equity Incentive Plan ($) | 269,892 | 482,625 | 466,875 |
| All Other Compensation ($) | 26,076 | 24,787 | 24,848 |
| Total ($) | 667,438 | 1,978,379 | 2,148,950 |
Base salary levels and changes:
| Year-End | Base Salary ($) | Change vs Prior Year |
|---|---|---|
| YE 2023 | 390,000 | — |
| YE 2024 | 415,000 (+6.4%) | 6.4% increase |
Target vs actual annual bonus:
| Year | Target Bonus ($) | Achievement (% of Target) | Actual Bonus ($) |
|---|---|---|---|
| 2023 | 292,500 | 165% | 482,625 |
| 2024 | 311,250 | 150% | 466,875 |
Perquisites and benefits (2024):
| Item | Amount ($) |
|---|---|
| Company 401(k) contribution | 16,742 |
| Other perquisites and benefits | 8,106 |
| Total | 24,848 |
Performance Compensation
2024 short‑term incentive (STI) metrics and outcomes:
| Metric | Weighting | Threshold | Target | Maximum | 2024 Actual | Approved Payout (as % of Target) |
|---|---|---|---|---|---|---|
| Production (MMcfe/day) | 20% | 1,035 | 1,057 | 1,090 | 1,060 | 22% |
| Capex ($MM) | 20% | 435 | 408 | 375 | 385 | 34% |
| LOE ($/Mcfe) | 15% | 0.20 | 0.19 | 0.17 | 0.18 | 22% |
| Adjusted FCF ($MM) | 15% | 190 | 231 | 295 | 261 | 22% |
| TRIR | 10% | 0.8 | 0.6 | 0.4 | 0.3 | 20% |
| Spills | 10% | 6 | 4 | 2 | 1 | 20% |
| Strategic Initiatives | 10% | Qualitative | Qualitative | Qualitative | Qualitative | 10% |
| Total | — | — | — | — | — | 150% |
Equity awards and vesting design:
- Grant mix: 60% performance-based RSUs (PSUs tied to absolute and relative TSR over 3 years) and 40% time-based RSUs vesting in equal annual installments over 3 years .
- Company prohibits single-trigger vesting in change of control; awards are structured with double-trigger protections .
Award detail by year:
| Year | RSUs (#) | Grant Date | Grant Value ($) | PSUs (#, target) | Grant Date | Grant Value ($) |
|---|---|---|---|---|---|---|
| 2023 | 6,082 | 3/3/2023 | 475,430 | 10,082 | 3/3/2023 | 607,945 |
| 2024 | 3,099 | 3/1/2024 | 440,058 | 5,176 | 3/1/2024 | 807,456 |
Vesting outcomes (realized):
| Year | Shares Vested (#) | Value Realized ($) |
|---|---|---|
| 2023 | 2,781 | 295,926 |
| 2024 | 29,359 | 4,615,151 |
Additional PSU notes:
- 2021 PSUs certified at 195.7% of target on May 17, 2024, reflecting strong TSR performance framework .
Equity Ownership & Alignment
Beneficial ownership and guideline compliance:
| Item | Detail |
|---|---|
| Shares beneficially owned (as of Mar 7, 2025) | 6,307 shares |
| Shares outstanding (as of Mar 7, 2025) | 17,883,113 shares |
| Ownership as % of outstanding | ~0.035% (6,307 ÷ 17,883,113) |
| Stock ownership guideline | 3× base salary for NEOs; Sluiter is in compliance |
| Hedging/pledging | Prohibited by policy; to the company’s knowledge, individuals comply |
Unvested vs unearned awards (year-end snapshots):
| Date | Unvested RSUs (#) | Market Value ($) | Unearned PSUs (Target #) | Market/Payout Value ($) |
|---|---|---|---|---|
| 12/31/2023 | 8,864 | 1,180,685 | 22,624 | 3,013,517 |
| 12/31/2024 | 7,154 | 1,317,767 | 15,258 | 2,810,524 |
Options:
- No stock options were outstanding as of December 31, 2024; GPOR did not grant stock options in 2024 .
Employment Terms
Employment agreement and severance/change-of-control economics:
- Term: Initial term through Dec 31, 2026; auto-renews annually unless notice 90 days before expiry; extended to 24 months post-change-of-control if one occurs .
- Severance (non-CIC): 100% of annual base salary + target annual bonus; pro-rata target bonus; pro-rated vesting of unvested equity; 12 months COBRA lump sum; subject to release .
- Severance (CIC within 24 months): 200% of base + target bonus (300% for CEO); pro-rata target bonus; immediate vesting of unvested equity; 18 months COBRA lump sum; subject to release .
- Non-solicit/confidentiality: One-year post-employment non-solicitation and standard confidentiality, trade secrets, and cooperation provisions .
Change-of-control and award treatment (RSU/PSU):
- If awards not assumed: Unvested RSUs fully vest; PSUs vest at 100% of target or greater if actual performance through CIC date would earn more .
- If assumed: RSUs can accelerate upon qualifying termination within 24 months; PSUs convert to time-based RSUs and vest at end of original performance period or accelerate upon qualifying termination post-CIC .
- Special CIC events (Board independence loss or >75% voting power by any stockholder): RSUs fully vest; PSUs vest at 100% of target or greater if actual performance through the event would earn more .
Illustrative potential payouts for Sluiter (as of 12/31/2024, at $184.20/share):
| Scenario | Cash Severance ($) | RSU Acceleration ($) | PSU Value ($) | COBRA ($) | Total ($) |
|---|---|---|---|---|---|
| Death/Disability | — | 1,317,767 | 1,238,634 | — | 2,556,401 |
| Qualifying Termination (non-CIC) | 1,037,500 | 1,317,767 | 1,238,634 | 22,833 | 3,616,734 |
| Qualifying Termination within 24 months post-CIC | 1,763,750 | 1,317,767 | 2,810,524 | 34,250 | 5,926,290 |
| CIC with no qualifying termination (Special CIC event) | — | 1,317,767 | 2,810,524 | — | 4,128,290 |
Clawback and recoupment:
- GPOR’s clawback policy allows recovery of incentive compensation upon accounting restatement due to material non-compliance; also provides forfeiture provisions for serious misconduct (applies to cash and equity awards) .
Investment Implications
- Alignment and pay-for-performance: Sluiter’s compensation is heavily equity-linked (60% PSUs tied to absolute and relative TSR; RSUs over 3 years) and his STI is driven by operational, financial, and HSE KPIs, supporting alignment with shareholder value creation .
- Retention and CIC protections: Double-trigger CIC design and meaningful severance/CIC multiples (200% of salary+bonus; 300% for CEO) reduce distraction risk and support leadership continuity through strategic events; Sluiter’s illustrated CIC scenario totals reflect substantial equity acceleration at prevailing prices .
- Insider selling pressure: Significant 2024 vesting (29,359 shares; $4.6M realized) indicates meaningful equity monetization potential; however, hedging/pledging are prohibited and stock ownership guidelines are met, mitigating misalignment concerns .
- Governance and shareholder support: Strong say‑on‑pay approvals (97.8% in 2024; 99.8% in 2023) and formal clawback policy underpin compensation discipline and investor confidence .
- Benchmarking and pay inflation risk: Compensation peer groups and targets are set around market medians with independent consultant input, suggesting calibration versus peers while maintaining performance emphasis .