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Van Singleton

Co-President—Land, Acquisitions & Divestitures and Planning at Matador ResourcesMatador Resources
Executive

About Van Singleton

Van H. Singleton, II (age 47) is President—Land, Acquisitions & Divestitures and Planning at Matador Resources (MTDR), a role he has held since March 2022 after joining the company in 2007 and progressing through land leadership roles; he holds a BA from the University of Mississippi and is active in AAPL and regional landman associations . Under the executive team’s leadership in 2024, MTDR delivered net income of $885.3M and Adjusted EBITDA of $2,298.8M, with oil production up 33%, gas up 26%, and total BOE/day up 30% YoY; the company generated free cash flow in all four quarters . PSUs granted in 2022 vested at 172% of target based on an 86th percentile relative TSR outcome for the three-year period ending 12/31/2024, reinforcing pay-for-performance alignment . He led the negotiation of the Ameredev acquisition and oversaw ~200 A&D transactions in 2024, while chairing Greyhound Resources, LLC, a JV with Spearpoint Resources Company .

Past Roles

OrganizationRoleYearsStrategic Impact
VanBrannon & Associates, LLC; Southern Escrow & Title of Mississippi, LLCFounder/President1998–2003Built full-spectrum land title and title insurance capabilities across MS, LA, TX, AR
Family real estate brokerage (Houston, TX)General Manager2003–2007Ran brokerage operations prior to joining MTDR
Matador ResourcesLandman → Senior Staff Landman → General Land Manager2007–2013Advanced land function and title execution supporting growth
Matador ResourcesVice President of Land2013–2015Scaled land organization and A&D support
Matador ResourcesExecutive Vice President of Land2015–2022Led land strategy through major acreage expansions
Matador ResourcesPresident—Land, A&D & Planning2022–presentNegotiated Ameredev; oversaw ~200 transactions in 2024; A&D planning

External Roles

OrganizationRoleYearsStrategic Impact
Greyhound Resources, LLC (JV with Spearpoint)Chairman2024 (and ongoing)JV governance; supports A&D and development initiatives
Professional associations (AAPL, NMLA, PBLA, DAPL)MemberOngoingNetwork, standards, and talent pipeline in land discipline

Fixed Compensation

Metric202220232024
Base Salary ($)$750,000 $800,000 $850,000
Target Bonus (% of Salary)100% 100%
Actual Cash Bonus ($)$1,509,375 $1,610,000 $1,933,750
Stock Awards (Grant-Date FV, $)$2,140,604 $1,787,950 $1,505,150
Total Compensation ($)$4,421,329 $4,221,050 $4,313,050

Performance Compensation

Annual Incentive Metric (2024)ThresholdTargetMaximumActualAssessment
Net Debt / Adjusted EBITDA (x)1.55x 1.42x 1.29x 1.05x Exceeded Maximum
Adjusted operating costs per BOE, excl. interest ($/BOE)$14.90 $13.90 $12.90 $12.42 Exceeded Maximum
ROACE (%)25% 28% 31% 32% Exceeded Maximum
TSR vs Peer GroupUpper 50% Upper 25% Upper 50% Achieved Target
ESG (multi-factor qualitative)Positive qualitative assessment
2024 Annual Cash Incentive OutcomeTarget ($)Maximum ($)Actual ($)Strategic Objectives Adjustment
Van H. Singleton, II$850,000 $1,933,750 $1,933,750 30% applied within overall payout
Long-Term Incentive (granted Feb 14, 2024)Units / SharesKey Terms
Phantom Units15,000 Cash-settled; vest ratably over 3 years (service-based)
Performance Stock Units (PSUs)10,000 target; 0–200% payout 3-year performance period ending 12/31/2026; relative TSR vs peer group; capped at 100% if absolute TSR < 0
2022 PSU Outcome (3-year period ending 12/31/2024)Relative TSR PercentilePayout vs Target
Vested at86th percentile 172% of target

Equity Ownership & Alignment

Ownership and Alignment ItemDetail
Beneficial Ownership (as of 4/16/2025)292,640 shares; <1% of class
Shares in 401(k)2,505 shares
Unvested Phantom Units (12/31/2024)33,046 units; $1,859,168 market value at $56.26
Unearned PSUs (12/31/2024)30,000 units (assumed target/max per SEC rules); $1,687,800 value
OptionsNone outstanding (NEOs hold no unexercised options)
Stock Ownership GuidelinesPresident must hold shares equal to 5× base salary; counting time-based restricted stock, excluding phantom units and unearned PSUs
Guideline ComplianceAll NEOs owned shares in excess of minimum requirements as of 12/31/2024
Hedging/PledgingHedging prohibited; pledging limited to ≤25% of holdings with ESG Committee consent
Upcoming Vesting Schedule (as of 12/31/2024)Award TypeVan H. Singleton Units
2/14/2025Phantom Units5,000
2/16/2025Phantom Units5,000
2/17/2025Phantom Units8,046
12/31/2025PSUs (2023 grant target assumption)10,000
2/14/2026Phantom Units5,000
2/16/2026Phantom Units5,000
12/31/2026PSUs (2024 grant target assumption)20,000
2/14/2027Phantom Units5,000
Total Unvested (shares/units)Phantom + PSUs63,046

Additional notes:

  • 2024 vestings: 49,820 units/shares vested (mix of restricted stock, phantom units, PSUs); phantom units settled in cash and did not add shares to float .
  • Phantom units are cash-settled (no dilution), while PSUs settle in stock subject to performance certification (potential share issuance) .

Employment Terms

ProvisionTerms for Van H. Singleton
Severance (No CIC)1.5× base salary and 1.5× average prior two years’ annual cash bonus; estimated salary component $1,275,000 and bonus component $2,657,813, payable in lump sum (timing per 409A)
Severance (CIC “double trigger”)3× base salary and 3× average prior two years’ annual cash bonus; estimated salary component $2,550,000 and bonus component $5,315,625; plus immediate vesting of equity awards at change-in-control terms (phantom units $1,859,168; PSUs $1,125,200 based on abbreviated performance)
Change-in-Control TriggerDouble-trigger (termination without cause or for good reason within 30 days prior to or 12 months following CIC)
Non-Compete12 months following specified terminations (6 months for disability); 24 months following CIC termination for certain NEOs (Willey/Erman longer durations; Singleton follows 12 months except as specified)
Non-SolicitationApplies during restricted periods (generally 24 months for most terminations for certain NEOs; Singleton subject to the specified restricted periods)
ClawbackCompany maintains a clawback policy (part of compensation program best practices)
Tax Gross-UpsNo excise tax gross-ups for severance/CIC payments

Performance & Track Record

AreaEvidence of Execution
M&A LeadershipLed negotiation of Ameredev acquisition; coordinated business development; oversaw ~200 transactions in 2024
JV GovernanceChairman of Greyhound Resources, LLC (JV), supporting coordinated A&D execution
Company Performance Context (2024)Net income $885.3M; Adjusted EBITDA $2,298.8M; free cash flow generated in all four quarters; production up 30% BOE/day; oil +33%, gas +26%
Long-Term Alignment2022 PSUs vested at 172% based on 86th percentile TSR over 3 years

Compensation Structure Analysis

  • High at-risk mix: Target bonus at 100% of salary; long-term split between cash-settled phantom units (service-based) and share-settled PSUs (performance-based), aligning with shareholder outcomes via relative TSR and minimizing dilution via phantom units .
  • Metrics calibrated to capital efficiency and returns: Net leverage, unit cash costs, ROACE, TSR, and ESG results drove maximum or target outcomes in 2024, supporting strong bonus payout .
  • Governance safeguards: No options outstanding; hedging prohibited; pledging limited; robust stock ownership guidelines; no excise tax gross-ups; clawback policy in place .

Say-on-Pay & Shareholder Feedback

  • 2024 say-on-pay approval: 94% support, indicating broad investor endorsement of pay design and outcomes .
  • Shareholder engagement: Board/management engaged holders representing >70% of outstanding shares (ex-insiders) in 2024 .

Equity Compensation Peer Group (Benchmarking)

  • Peer group used for benchmarking includes APA, Civitas, Coterra, Diamondback, Magnolia, Marathon, Murphy, Ovintiv, Permian Resources, SM Energy, Vital; company size positioning considered (median market cap $8.6B vs MTDR $6.8B at 12/31/2023) .

Investment Implications

  • Alignment and retention: Singleton’s compensation is strongly performance-linked with meaningful PSU exposure; upcoming PSU settlements (12/31/2025 and 12/31/2026) may add shares to float depending on TSR outcomes, while phantom units settle in cash (no dilution), moderating technical selling pressure .
  • Execution leverage: His role in sourcing and negotiating A&D (Ameredev) and chairing the Greyhound JV underpins MTDR’s inventory growth and efficiency, supporting ROACE and cost metrics that drove maximum payouts in 2024; continued deal execution is a positive catalyst for equity value .
  • Governance risk mitigants: Double-trigger CIC severance, no tax gross-ups, anti-hedging/limited pledging, and ownership guidelines reduce misalignment risks; however, CIC math (3× cash + accelerated equity) is generous, implying potential entrenchment optics in a sale scenario .
  • Trading signals: Watch PSU performance periods and certification dates (Q1 2026 and Q1 2027) for potential share issuance; monitor Form 4s around vesting dates and bonus payments for liquidity events; strong say-on-pay and FCF generation suggest limited near-term governance overhang .