Donald F. Robillard, Jr.
About Donald F. Robillard, Jr.
Independent director of Cheniere Energy, Inc. (LNG), age 73, serving since 2014. He is Audit Committee Chair, an Audit Committee Financial Expert, and a member of the Governance & Nominating Committee; a CPA with 40+ years in oil & gas, including CFO/CRO experience and LNG project financing expertise. He holds a B.B.A. from the University of Texas at Austin and is President of Robillard Consulting, LLC; prior roles include Executive Vice President, CFO and Chief Risk Officer at Hunt Consolidated, Inc., and CEO/Chair of ES Xplore, LLC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hunt Consolidated, Inc. | Executive Vice President, Chief Financial Officer & Chief Risk Officer | Jul 2015–Jan 2017 | Senior finance and risk leadership; LNG project financing experience |
| Hunt Consolidated, Inc. (Hunt Oil Company, Inc.) | Senior VP & CFO; various accounting/finance roles (incl. Yemen) | 1983–1992 (Yemen); Senior roles to Apr 2007 | International operations; finance management |
| ES Xplore, LLC | Chief Executive Officer & Chairman | Feb 2016–Aug 2017 | Led spin-out hydrocarbon indicator technology company |
| Robillard Consulting, LLC | President | Current | Oil & gas advisory leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Helmerich & Payne, Inc. | Director | Since 2012 | Public company board service |
| Hunt Consolidated, Inc. | Director | Since 2022 | Private company board service |
Board Governance
- Committee assignments: Audit Committee Chair; Governance & Nominating Committee member; determined to be an Audit Committee Financial Expert under SEC rules .
- Independence: Board determined he is independent under NYSE and SEC standards as of April 2025 .
- Attendance (FY2024): Board 100%; Audit Committee 100% (Chair); Governance & Nominating 100% .
- Years of service: Director since 2014 (11 years as of the May 15, 2025 annual meeting). Mandatory retirement policy generally requires retirement upon age 75 or 15 years of service, subject to Board discretion .
- Governance structure: Independent non-executive Chairman; independent directors meet regularly without management present .
Fixed Compensation
| Component | Amount | Details |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $10,000 | Cash portion elected; cash pays quarterly |
| Stock Awards (2024) | $325,061 | Granted 2,069 shares of restricted stock or DSUs at $157.11 grant-date fair value on May 23, 2024 |
| Audit Committee Chair Fee | $30,000 | Payable in restricted stock or 50% cash/50% restricted stock |
| Annual Director Compensation | $315,000 | Effective post-2024 annual meeting; choice of 100% restricted stock or $120,000 cash + $195,000 stock |
| Total (2024) | $335,061 | Sum of cash and stock awards |
| Vesting | — | Equity retainer ($195,000) and 50% of chair fees vest on earlier of day before next annual meeting or first anniversary; cash-in-lieu equity vests quarterly; DSUs follow same vesting |
- Director compensation cap: Aggregate non-employee director compensation capped at $750,000 per calendar year, subject to Compensation Committee discretion .
Performance Compensation
| Element | Status | Metrics |
|---|---|---|
| Director PSUs/Options | None | Company notes it currently does not grant stock options; director awards are restricted stock/DSUs with time-based vesting (no performance metrics) |
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict Notes |
|---|---|---|
| Helmerich & Payne, Inc. | Director | No specific related-party transactions disclosed in proxy; independence affirmed under NYSE/SEC standards . Service on outside boards is monitored for time commitment; advance notice to Chief Legal or Compliance required . |
| Hunt Consolidated, Inc. | Director | Private company; no related-party exposure noted in proxy . |
Expertise & Qualifications
- Audit and finance: CPA; Audit Committee Financial Expert; extensive senior finance and risk leadership .
- LNG and energy: 40+ years in oil & gas; experience with LNG project financing .
- Governance: NACD Directorship Certified; service on multiple boards; member of professional finance organizations .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (LNG common) | 48,593 shares; less than 1% of outstanding shares as of record date (Mar 31, 2025) |
| Outstanding Director Equity (12/31/2024) | 0 restricted stock; 2,069 deferred stock units outstanding |
| Ownership Guidelines | Minimum 3x annual equity retainer; all non-employee directors are in compliance |
| Pledging/Hedging | Prohibited (no pledging as collateral; no hedging or short sales) |
Governance Assessment
- Strengths: Independent director; Audit Chair and Financial Expert; perfect FY2024 attendance across Board, Audit, and Governance committees; aligns with shareholders via equity retainer and ownership guidelines; Cheniere prohibits hedging/pledging and maintains clawback for Section 16 officers; robust governance and committee charters in place .
- Compensation alignment: Director pay structure is market-based, primarily cash/equity retainer with modest chair fee; well below director compensation cap; equity vests on a schedule that supports retention but is not performance-based (standard for directors) .
- Shareholder signals: 2024 say-on-pay received support from shareholders owning over 90% of shares represented, indicating positive sentiment toward compensation governance broadly; ongoing shareholder outreach >50% of outstanding shares .
- Potential RED FLAGS to monitor: Mandatory retirement policy—age 73 places him near age-based retirement threshold at 75; 15-year service cap approaches in 2029 absent Board discretion. No attendance or pay anomalies disclosed; no related-party transactions or pledging noted in proxy .