Lee M. Tillman

Chairman, President, and CEO at MRO

Board

Since August 2013

Age

62 years

Education

Earned a B.S. in Chemical Engineering from Texas A&M University and a Ph.D. in Chemical Engineering from Auburn University.

Tenure

Joined MRO in August 2013 as President and Chief Executive Officer and was promoted to Chairman on February 1, 2019.

Also at MRO

RLW

Rob L. White

EVP and CFO

Zach Dailey

VP, Controller, and Chief Accounting Officer

About

At 62 years old as of February 1, 2024 , this executive has built a robust career in the oil and gas industry, underpinned by solid technical and managerial expertise. He holds a B.S. in Chemical Engineering from Texas A&M University and a Ph.D. in Chemical Engineering from Auburn University.

Beginning his career at Exxon Corporation in 1989, he advanced through a variety of significant roles, including serving as Vice President of Engineering and acting as North Sea Production Manager, which underscored his ability to lead large-scale, complex projects.

In August 2013, he joined MRO as President and Chief Executive Officer, where his strategic vision and operational excellence have steered the company through evolving market dynamics. Later, on February 1, 2019, he was further entrusted with the role of Chairman, solidifying his leadership and long-term commitment to guiding the company.

$MRO Performance Under Lee M. Tillman

Past Roles

Organization	Role	Date Range	Details
Marathon Oil Corporation	Director	2013-2019	Held position before becoming CEO
ExxonMobil Development Company	Vice President of Engineering	2010-2013	N/A
ExxonMobil subsidiaries, Stavanger, Norway	North Sea Production Manager and Lead Country Manager	2007-2010	N/A
ExxonMobil Upstream Research Company	Acting Vice President	2006-2007	N/A
Exxon Corporation	Research Engineer (various roles)	1989 - (various)	Held multiple positions of increasing responsibility

External Roles

Organization	Role	Date Range	Details
Houston American Heart Association	Board Member	N/A	N/A
Southwest Region American Heart Association	Board Member	N/A	N/A
American Petroleum Institute	Board Member and Executive Committee Member	N/A	N/A
American Exploration & Production Council	Chairman and Board Member	N/A	N/A
Texas A&M University	Member, Engineering & Chemical Engineering Advisory Councils	N/A	N/A
National Petroleum Council	Member	N/A	N/A
Society of Petroleum Engineers	Member	N/A	N/A
Barbara Bush Houston Literacy Foundation	Member, Celebration of Reading Committee	N/A	N/A
Spindletop Charities	Emeritus Board Member	N/A	N/A

Fixed Compensation

Data from FY 2023

Component Name	Amount	Payment Schedule	Additional Details
Salary	$1,200,000	Annual	Fixed annual salary for 2023
All Other Compensation	$384,190	Annual	Breakdown: Company Physicals: $1,072; Tax & Financial Planning: $15,000; Miscellaneous (car service): $52,808; Company Contributions to Defined Contribution Plans: $295,800; Matching Contributions: $19,510

Performance Compensation

Data from FY 2023

Annual Cash Bonus

Metric	Detail
Quantitative Weight	80% with 70% weighted payout
Qualitative Weight	20% with 40% weighted payout
Bonus Eligible Earnings	$1,200,000
Target Bonus Opportunity	$1,800,000 (150% of eligible earnings)
Actual Bonus Payout	$1,980,000
Company Performance Factor	110%

TSR Performance Share Units (PSUs)

Metric	Detail
Performance Period	January 1, 2023 – December 31, 2025
Peer Group	Includes APA, Chesapeake, Devon, Diamondback, EOG, Murphy, Ovintiv, S&P 500 and S&P 500 Energy; Hess and Pioneer removed
Payout Structure	Ranked 1st/2nd: 200% of target; Ranked 3rd–7th: Linear interpolation between 35% and 200%; 8th: 35%; 9th/10th: 0%
Units Granted	93,059 target units (maximum 186,118 units)
Grant Date	March 1, 2023
Grant Date Fair Value	$3,068,155
Vesting	Cliff vesting at end of performance period on December 31, 2025
Additional Note	Maximum payout example: $8,993,222 at a stock price of $24.16

Free Cash Flow (FCF) Performance Share Units (PSUs)

Metric	Detail
Performance Period	January 1, 2023 – December 31, 2024
Threshold (20% payout)	$386 million FCF
Target (100% payout)	$5,153 million FCF
Maximum (200% payout)	$7,084 million FCF
Units Granted	93,059 target units
Grant Date	March 1, 2023
Grant Date Fair Value	$2,399,992
Settlement	Settled in cash based on average stock price over final 30 days of the performance period
Additional Note	Payout determined by linear interpolation between thresholds

Restricted Stock Units (RSUs)

Metric	Detail
Metric Nature	Time-based vesting (not performance-based)
Units Granted	124,079 RSUs
Grant Date	March 1, 2023
Grant Date Fair Value	$3,199,997
Grant Date Stock Price	$25.79
Vesting Schedule	Vest in one-third increments over three years: March 2024, 2025, and 2026

*This detailed breakdown covers the performance compensation components for 2023, including bonus, TSR PSUs, FCF PSUs, and RSUs with their respective performance metrics, targets, thresholds, weights, vesting schedules, and evaluation periods. *