Monika Ehrman
Matador ResourcesAbout Monika U. Ehrman
Independent director since 2019; age 47; Class I director with term continuing to the 2027 Annual Meeting. Professor of Law at SMU Dedman School of Law and Professor of Engineering (by courtesy) at SMU Lyle School of Engineering; prior petroleum engineer and energy attorney, bringing combined legal, regulatory, and technical expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Oklahoma College of Law | Tenured Professor; led Oil & Gas, Natural Resources, and Energy (ONE) Program; Faculty Director of ONE Center | 2013–2023 | Led energy programs and governance/ESG academic initiatives |
| University of North Texas at Dallas College of Law | Associate Professor of Law | Pre-2023 | Energy law teaching and program development |
| SMU Dedman School of Law | Professor of Law | 2023–present | Legal scholarship and governance education |
| SMU Lyle School of Engineering (by courtesy) | Professor of Engineering | 2023–present | Technical engineering perspective to energy governance |
| In-house counsel (two oil & gas companies) | Corporate counsel | 2008–2012 | Legal risk management and M&A/contracts |
| International law firm | Associate attorney (oil & gas) | 2005–2008 | Upstream/midstream legal advisory |
| Petroleum engineer | Engineer (upstream, midstream, pipeline) | Pre-law school | Technical operations, risk, and safety perspective |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Association of American Law Schools | Chair, Section on Natural Resources and Energy | Current | Sector governance thought leadership |
| Foundation for Natural Resources and Energy Law | Trustee | Current | Industry legal standards and ethics |
| Journal of World Energy Law & Business (OUP) | Editorial Board | Current | Peer review and academic governance |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director; Board determined 9 of 11 directors independent, including Ehrman |
| Board attendance | Board met 9 times in 2024; all incumbent directors attended ≥75%; all directors attended 2024 Annual Meeting |
| Executive sessions | Independent directors meet in executive session regularly; lead independent director presides |
| Committee memberships | ESG Committee (Chair); Executive; Nominating; Strategic Planning & Compensation; Marketing & Midstream; Operations & Engineering; Prospect |
| Board leadership context | CEO is Chair; lead independent and deputy lead independent counterbalance; independent committees and majority independence |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $85,000 | Non-employee director program (2024–2025) |
| ESG Committee Chair retainer | $35,000 | Chair-specific annual retainer |
| Other chair retainers | N/A for Ehrman | List of chair retainers disclosed for other committees (Audit/Comp/Operations/Prospect $50k; Nominating/Capital Mkts/Marketing $25k) |
| 2024 cash fees earned | $109,583 | Actual fees reported for 2024 |
Performance Compensation
| Equity Type | Grant Value | Vesting | Performance Metrics |
|---|---|---|---|
| RSUs (annual director grant) | ~$150,000 | Vest on earlier of first anniversary of 2024 Annual Meeting or immediately prior to 2025 director election | None (time-based RSUs; directors do not have performance-linked equity) |
| 2024 stock awards reported | $149,979 | 2024 RSUs outstanding 2,533 units at year-end for each director including Ehrman | None |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None; “No director currently holds any other directorships with public companies” |
| Compensation committee interlocks | None in 2024; no executives/directors with mutual compensation committee board service |
Expertise & Qualifications
- Legal, regulatory, and environmental governance expertise; petroleum engineering background enhances oversight of operational risk, safety, and ESG matters .
- Chairs the ESG Committee overseeing Corporate Governance Guidelines, Code of Ethics, board/management evaluations, and sustainability oversight with senior management .
- Serves across technical committees (Operations & Engineering, Prospect) and strategic oversight (Strategic Planning & Compensation), indicating broad engagement and board effectiveness .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Common Stock) | 36,567 shares; less than 1% of class (as defined in table) |
| RSUs outstanding (director grant) | 2,533 RSUs at year-end 2024 |
| Director stock ownership guideline | Expected to own $350,000 of Common Stock within 3 years; all directors owned or were on track by 12/31/2024 |
| Anti-hedging policy | Hedging prohibited for directors, officers, employees |
| Anti-pledging policy | Pledging >25% of holdings restricted without ESG Committee consent |
Fixed Compensation (Detail Table – 2024 Actuals)
| Component | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $109,583 |
| Stock Awards (RSUs) | $149,979 |
| Total | $259,562 |
Governance Assessment
- Committee leadership and engagement: As ESG Committee Chair and member of Nominating and Strategic Planning & Compensation, Ehrman is positioned to influence governance, ESG risk oversight, succession, and pay practices; robust committee oversight structures support board effectiveness .
- Independence and attendance: Independent status with broad committee participation; Board-wide attendance ≥75% and full annual meeting attendance bolster investor confidence in engagement .
- Ownership alignment: Director ownership guideline of $350k within 3 years, RSU grants, and anti-hedging/pledging policies strengthen alignment; Ehrman holds 36,567 shares with additional RSUs outstanding; policy framework limits misalignment risks .
- Conflicts/related-party exposure: No related-party transactions disclosed involving Ehrman in 2024; the company discloses and audits related-party arrangements elsewhere (e.g., Foran/Appel), reviewed by Audit Committee under policy—no issues noted for Ehrman specifically .
- Compensation structure: Director pay mix primarily retainer plus time-based RSUs (~$150k) without performance metrics, consistent with market practice; absence of meeting fees and use of chair retainers reflect role-based compensation .
- Shareholder signals: Say-on-pay approval in 2024 at 94% suggests broad investor support for compensation governance, indirectly reinforcing confidence in Compensation Committee oversight where Ehrman serves as a member .
RED FLAGS
- None disclosed for Ehrman: no attendance shortfalls, no related-party transactions, no hedging/pledging exceptions reported .
Notes
- Education: B.S. Petroleum Engineering (University of Alberta); J.D. (SMU Dedman); LL.M. (Yale Law School) .
- Board tenure: 6 years as of April 16, 2025; Age 47 .
- Board skills: Legal, regulatory, environmental, risk management, and strategic planning among identified board competencies .