Reynald Baribault

About Reynald A. Baribault

Independent Class III director at Matador Resources Company since 2014 (age 61), formerly lead independent director (2016–2019). He is President & CEO and co-founder of IPR Energy Partners, LLC; co-founded North Plains Energy (VP, assets sold in 2012) and NP Resources (EVP/Engineering, assets sold in late 2021). Earlier, he was VP/Supervisor and Petroleum Engineering Consultant at Netherland, Sewell & Associates (1990–2002) and began as a reservoir engineer at Exxon (1985). He holds a B.S. in Petroleum Engineering from LSU and is a Licensed Professional Engineer in Texas, with defined risk management responsibilities at IPR Energy Partners .

Past Roles

External Roles

Board Governance

• Committees (standing and advisory) as of April 16, 2025: Audit (member), Executive (member), Nominating (member), Strategic Planning & Compensation (member), Operations & Engineering (Chair), Prospect (Chair) .
• Director status: Independent director; Class III term continues to 2026 Annual Meeting .
• Attendance and engagement: Board held nine meetings in 2024; all incumbent directors attended at least 75% of Board and committee meetings; directors attend annual meetings absent unusual circumstances .
• Committee activity levels (2024): Audit—4 meetings; Strategic Planning & Compensation—6; Environmental, Social & Corporate Governance—2; Nominating—5; Executive—0 .
• Prior leadership: Lead independent director (2016–2019) .
• Independent Board leadership framework: Lead Independent Director (Parker) and Deputy Lead Independent Director (Baty) roles established; executive sessions regularly held .

Fixed Compensation

Director Compensation Program (2024–2025):

• Annual cash retainer: $85,000 .
• Committee chair retainers: Operations & Engineering $50,000; Prospect $50,000; Audit $50,000; Strategic Planning & Compensation $50,000; ESG $35,000; Nominating $25,000; Capital Markets & Finance $25,000; Marketing & Midstream $25,000 .
• Lead Independent Director: +$100,000; Deputy Lead Independent Director: +$50,000; ESG Coordinator: +$50,000 .
• RSU grant: ~ $150,000 value; vests on the earlier of first anniversary of 2024 Annual Meeting or immediately prior to election of nominees at the 2025 Annual Meeting (Annual Meeting scheduled for June 12, 2025) .

Performance Compensation

• Director equity is time-based RSUs; no disclosed director-specific performance metrics. RSUs outstanding as of 12/31/2024: 2,533 units (for each continuing director, including Baribault) .
• Vesting schedule: RSUs for 2024–2025 service vest immediately prior to the election of nominees at the 2025 Annual Meeting (June 12, 2025) .

Executive incentive performance metrics overseen by the Compensation Committee (context for Baribault’s committee role):

Other Directorships & Interlocks

• Compensation Committee interlocks: None in 2024; neither he nor other members were officers/employees; no cross-board compensation committee relationships noted .
• No additional public company directorships disclosed in MTDR’s proxy biography for Baribault .

Expertise & Qualifications

• Deep petroleum engineering background; Licensed Professional Engineer (Texas) .
• Operational expertise in drilling, completions, production, reservoir, reserves classification, and completion design; provides valuable insight on operations and growth strategy .
• Skills matrix includes senior leadership, energy industry, finance/accounting, risk assessment & management, strategic planning, corporate governance & ethics, capital markets & M&A .

Equity Ownership

Governance Assessment

• Board effectiveness and alignment: Long-tenured independent with deep technical credentials; chairs Operations & Engineering and Prospect advisory committees, and serves on Audit, Executive, Nominating, and Compensation—positioning him at the nexus of operational oversight and pay governance .
• Independence and engagement: Independent status affirmed; Board conducted nine meetings in 2024; directors met attendance threshold; regular executive sessions foster independent oversight .
• Compensation and incentives: Director pay mixes fixed cash retainer plus time-based RSUs (~$150k), promoting alignment without short-term targets; RSUs vest prior to the Annual Meeting, reinforcing near-term shareholding continuity .
• Ownership alignment: Beneficial ownership of 141,246 shares with additional RSUs pending; voluntary director ownership guidelines enforced, with anti-hedging and controlled pledging policies mitigating misalignment risk .
• Potential conflicts—RED FLAGS: His sister-in-law is a company employee (compensation between $120,000 and $500,000); however, the Audit Committee reviewed the arrangement under the Related Person Transaction Policy and recommended approval; the Board approved and ratified—mitigating governance risk through process, but remains a related-party exposure flag for investors .
• Interlocks: No compensation committee interlocks reported for 2024—reduces cross-company influence risk .
• Committee workload: Broad committee participation (including Audit and Compensation) increases influence and time demands; standing committees met frequently (e.g., Audit 4x; Compensation 6x in 2024), indicating active oversight cadence .

Overall signal: Strong operational and engineering oversight with formal independence and attendance; alignment supported by RSUs and ownership guidelines. The disclosed family employment relationship is a manageable, monitored related-party item but warrants continued investor attention for conflict control effectiveness .