John McCartney
About John McCartney
John McCartney (age 72) is an independent Class II director of Granite Ridge Resources (GRNT), serving since 2022 and designated Lead Independent Director; his current term runs until the 2027 annual meeting . He previously served as CFO and later President/COO at U.S. Robotics, then President of 3Com’s Client Access Unit (1997–1998), and sits on multiple public company boards; he holds a B.A. in Philosophy from Davidson College and an MBA from The Wharton School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Robotics | VP & CFO; EVP International; President & COO | 1984–1997 | Senior operating and finance leadership |
| 3Com Corporation | President, Client Access Unit | 1997–1998 | Led unit post-merger |
| Datatec Limited | Director | 2007–Aug 2023 | Board service at networking technology firm |
| Westcon Group, Inc. | Director | Not disclosed | Specialty distribution oversight |
| Transco, Inc. | Director | Not disclosed | Utility industry solutions oversight |
| Rice Energy Inc. | Director | Pre-2017 acquisition by EQT | E&P oversight; company later acquired by EQT in 2017 |
| Covance Inc. | Director | Pre-2015 acquisition by LH | Drug development services; later acquired by Laboratory Corp. of America (LH) in 2015 |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Huron Consulting Group (NASDAQ: HURN) | Director; former Chairman | Director since 2004; Chairman 2010–Dec 2024 | Governance leadership; Chairman role ended Dec 2024 |
| EQT Corporation (NYSE: EQT) | Director | Since 2019 | Public policy & corporate responsibility; corporate governance committees |
Board Governance
- Lead Independent Director since 2022; responsibilities include liaison to independent directors, presiding over executive sessions, and availability for investor consultations .
- Independence: the Board determined McCartney is independent under NYSE rules .
- Controlled company: GRNT avails itself of NYSE controlled company exemptions (majority voting power held by Grey Rock-related parties), increasing reliance on board committees for governance rigor .
- Executive sessions: independent directors met in executive session at all four regular 2024 board meetings (McCartney presiding) and at three of four regular 2023 meetings .
- Attendance: 100% board and committee attendance in 2024; all incumbent directors had 100% attendance in 2023 .
Committee assignments and 2024 meeting cadence:
| Committee | Membership | Chair? | 2024 Meetings |
|---|---|---|---|
| Audit | Member | No | 5 |
| Compensation | Member | No | 4 |
| Conflicts | Member | No | 1 |
| ESG | Not listed | — | 2 (committee overall) |
Fixed Compensation
Director retainer structure (Board-approved):
- Annual cash retainer: $75,000; annual equity grant: $75,000; Audit Committee Chair receives an additional $15,000 (McCartney is not chair) .
John McCartney – Director Compensation
| Metric | 2023 (oldest) | 2024 (newest) |
|---|---|---|
| Fees Earned or Paid in Cash ($) | $75,000 | $75,000 |
| Stock Awards ($) | $175,000 (includes one-time initial grant Jan 2023) | $75,000 |
| Total ($) | $250,000 | $150,000 |
Performance Compensation
Director equity grants (time-based; no director performance metrics disclosed):
| Grant Date | Award Type | Shares | Vesting | Notes |
|---|---|---|---|---|
| Jan 3, 2023 | Common stock (one-time initial grant) | 11,751 | Vested Jan 3, 2023 | Independent directors initial equity; grant date value methodology per ASC 718 |
| Jan 3, 2023 | Restricted stock | 8,813 | Vested Jan 3, 2024 | Time-based; same valuation approach |
| Jan 2, 2024 | Restricted stock | 12,275 | Vested Jan 2, 2025 | Annual director equity grant; time-based |
Plan-wide provisions applying to director awards:
- Change-in-control: outstanding awards generally become fully vested if not assumed/replaced; performance RSUs vest based on goal attainment per administrator discretion .
- Clawback: awards subject to clawback policy and NYSE/Exchange Act Section 10D requirements; Incentive Plan also includes clawback language .
Other Directorships & Interlocks
| Company | Industry Overlap with GRNT | Potential Interlock Considerations |
|---|---|---|
| EQT Corporation (E&P) | Yes (energy) | Sector overlap; any transactions would fall under related-party/Conflicts Committee oversight |
| Huron Consulting Group (consulting) | Limited | Governance expertise; no disclosed GRNT transactions |
Expertise & Qualifications
- Senior operating, finance, and international experience (U.S. Robotics; 3Com) .
- Extensive board leadership (Chairman at Huron through Dec 2024; director at EQT, Datatec, Rice Energy, Covance, etc.) .
- Education: B.A. (Davidson), MBA (Wharton) .
Equity Ownership
| Metric | 2024 (oldest) | 2025 (newest) |
|---|---|---|
| Shares Beneficially Owned | 30,564 | 50,839 |
| Ownership % of Outstanding | <1% | <1% |
| Unvested Director RS (as of 12/31 prior year) | 8,813 (vested 1/3/2024) | 12,275 (vested 1/2/2025) |
Insider trading compliance:
- One untimely Form 4 filing in 2023 for McCartney regarding purchase of 500 shares (delinquent Section 16(a) report) .
- Insider Trading Policy prohibits hedging/short sales by directors .
Governance Assessment
- Strengths: Independent status and Lead Independent Director role; 100% attendance; service on Audit, Compensation, and Conflicts Committees enhances oversight; executive sessions chaired by McCartney; insider hedging prohibited .
- Risks: Controlled company status (Grey Rock-related voting control ~50%) may reduce independent majority requirements; material related-party arrangements (Management Services Agreement with Manager controlled by four directors; $10.4M paid in 2024; $7.5M asset divestiture to Manager affiliate) elevate conflict risk—mitigated by Conflicts Committee (McCartney member) but still a red flag to monitor .
- Alignment: Director pay mix is balanced (50% cash/50% stock) and annual RS grants vest time-based, promoting ownership, with beneficial holdings increasing from 2024 to 2025; no pledging disclosures noted; awards subject to clawback and change-of-control protections .
- Other: As an Emerging Growth Company, GRNT is exempt from say-on-pay; shareholder feedback may be more limited until EGC status ends; committee uses independent compensation consultant (Dana Krieg) for executive program design .
Overall implication for investor confidence: McCartney’s governance credentials and active committee engagement are positives; however, controlled company status and recurring related-party transactions necessitate continued focus on Conflicts Committee rigor and transparent disclosures, with McCartney’s role on that committee and as Lead Independent Director central to safeguarding minority shareholder interests .