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Eric M. Hambly

Eric M. Hambly

President and Chief Executive Officer at MURPHY OILMURPHY OIL
CEO
Executive
Board

About Eric M. Hambly

Eric M. Hambly is President and Chief Executive Officer of Murphy Oil Corporation, age 50, and joined the Board effective January 1, 2025; he previously served as President & COO (Feb–Dec 2024), EVP Operations (2020–2024), and EVP Onshore (2018–2020) after joining Murphy in 2006 and advancing through roles across global exploration and operations . He has 18 years with Murphy as of 2024 and owned 382,527 shares outright as of February 18, 2025, reflecting material equity alignment; AIP payout for 2024 was 116.3% of target supported by EBITDA/ACE 23.1%, Net Income $407.2 million, and cumulative TSR context used in pay-versus-performance .

Past Roles

OrganizationRoleYearsStrategic Impact
Murphy Oil CorporationPresident & Chief Executive OfficerJan 2025–PresentCEO role with focus on resilient, long-cycle value creation and capital discipline .
Murphy Oil CorporationPresident & Chief Operating OfficerFeb 2024–Dec 2024Led global operations; continuity ahead of CEO succession .
Murphy Oil CorporationEVP, Operations2020–2024Drove execution across offshore Gulf of America/Malaysia and onshore U.S./Canada .
Murphy Oil CorporationEVP, Onshore2018–2020Led onshore portfolio; subsurface expertise and efficient development .
Murphy Oil CorporationCorporate Reserves and expanding roles2006 onwardProgressed across portfolio; foundation in reserves and operations .

External Roles

OrganizationRoleYearsNotes
None disclosedNo other public company directorships; board committees: none, as an employee director .

Fixed Compensation

Component20242025 (post-promotion)
Base Salary ($)$650,000 $950,000 effective Jan 1, 2025
Target Bonus (% of Salary)100% 125%
Actual Bonus Paid ($)$755,950 (116.3% of target) Not disclosed

Performance Compensation

Annual Incentive Plan (AIP) – Metrics, Weighting, Targets, Actuals, Payout

MetricWeightingTargetActualPayoutWeighted Payout
EBITDA/ACE (%)30% 25.8% 23.1% 72% 21.6%
AIP Free Cash Flow ($MM)25% $799 $641.8 77% 19.3%
Lifting Costs + G&A25% 16.20 15.33 169% 42.3%
TRIR5% 0.31 0.22 129% 6.5%
Spill Rate (bbl/MMBOE)5% 2.00 0.09 196% 9.8%
GHG Emissions Intensity (mt CO2e/MMBOE)5% 12,150 10,456 200% 10.0%
Sustainability Basket (avg of 4 metrics)5% Methane 41.7; Water Recycling 21.0%; SIF 0.05; PVIR 0.64 140% 7.0%
Total100%116.3% 116.3%

Long-Term Incentive (LTI) – 2024 Grant Mix and Vesting

Award TypeQuantity (Shares/Units)VestingPerformance Measures
RSUs (time-based)19,700 Cliff vest at 3rd anniversary, subject to service Stock price; dividend equivalents accrue and pay only if vest
PSUs (performance-based)59,090 Earned over 3-year PMP; vest at end of period 80% TSR vs peer group; capped at target if absolute TSR negative; 20% ROACE with 0–200% payout scale

Grants of Plan-Based Awards (Feb 6, 2024) – Hambly

MetricThresholdTargetMaximum
PSUs (TSR tranche) (#)23,635 47,270 94,540
PSUs (ROACE tranche) (#)5,910 11,820 23,640
RSUs (#)19,700

PSU Results (2022–2024 PMP)

ItemValue
PSUs Granted (2022)61,100
Payout (% of Target)108.84%
PSUs Earned (ex-dividends)66,501

Equity Ownership & Alignment

ItemValue
Shares owned outright (Feb 18, 2025)382,527
Unvested time-based RSUs (#)122,622; value $3,710,536 at $30.26 on 12/31/24
Unearned PSUs at target (#)103,323; value $3,126,543 at $30.26 on 12/31/24
2024 Stock vested (#)288,283; value realized $10,981,148
Ownership guidelinesCEO 6x salary; EVPs 3x; SVPs 2x; Directors 5x retainer; all NEOs/directors in compliance during 2024
Hedging/PledgingHedging prohibited; pledging not permitted until ownership targets met and must be pre-disclosed; insider trading policy on file

Employment Terms

ProvisionDetails
Severance Protection AgreementInitial term 3 years; auto-renew 1-year periods unless 90 days’ notice
Change-in-Control (CIC) cash severance3x base + average bonus (Hambly, Mireles); 2x for other NEOs; paid in lump sum
CIC vestingDouble-trigger: full vesting of outstanding equity if termination within 24 months of CIC
Benefits continuation36 months for Hambly/Mireles; 30 months for other NEOs
Non-compete/non-solicitOne year following termination after CIC
Tax gross-upsNone; no excise tax gross-ups
Estimated payouts as of 12/31/24Normal termination total $4,466,486; CIC total $10,244,019

Board Governance

  • Board service: Director since 2025; employee director (not independent); no board committee memberships .
  • Governance structure: Independent Chair; roles of Chair and CEO separated; executive sessions held for non-employee directors at least three times yearly .
  • Independence: All directors except Hambly deemed independent under NYSE rules and company guidelines .

Compensation Peer Group (2024)

Company/IndexUsed for Comp BenchmarkingUsed for Relative TSRMarket Cap ($B)EV ($B)1 Yr TSR3 Yr TSR10 Yr TSRDividend Yield
APAX X 8.5 16.1 -33.4% -7.4% -54.4% 4.3%
CIVIX X 4.4 9.2 -27.2% 25.0% N/A 4.4%
CTRAX X 18.8 20.3 3.4% 59.0% 15.0% 3.3%
DVNX X 21.5 30.3 -25.2% -11.7% -23.5% 2.7%
EOGX X 68.9 66.9 4.3% 60.4% 76.1% 3.2%
KOSX X 1.6 4.3 -49.0% -1.2% -57.3% N/A
MGYX X 5.0 5.1 12.2% 31.6% N/A 2.2%
MTDRX X 7.0 11.0 0.4% 57.3% 188.3% 1.8%
OVVX X 10.5 17.3 -5.2% 29.4% -27.3% 3.0%
RRCX X 8.7 10.2 19.4% 107.2% -28.8% 0.9%
SMX X 4.4 5.4 1.8% 36.7% 8.3% 2.1%
TALOX X 1.7 3.5 -31.8% -0.9% N/A N/A
XOP (ETF)X N/AN/A-1.0% 48.9% -17.2% 2.4%
Murphy Oil4.4 6.2 -26.8% 25.6% -15.1% 4.0%

Say-on-Pay & Shareholder Feedback

  • 2024 Say-on-Pay support exceeded 98% of votes cast, reflecting strong investor endorsement of compensation design .
  • Committee responsiveness includes adding double-trigger equity acceleration, GHG metrics to AIP, capping PSU payouts when absolute TSR is negative, and setting ownership/holding requirements; outreach covered ~60% outstanding and meetings with ~40% of top holders .

Compensation Structure Analysis

  • Mix and at-risk orientation: For other NEOs, 81% of TTDC at risk; CEO metrics indicate majority tied to specific performance criteria and long-term value per share .
  • 2025 CEO TTDC was set at the 25th percentile of peers ($7,537,500), signaling restraint during succession; salary and bonus targets stepped up for the CEO role with LTI target of $5.4 million (75% PSUs/25% RSUs) .
  • No perquisites, no tax gross-ups, clawback policies in place (mandatory plus supplemental for reputational harm), and prohibition on hedging/controlled pledging practices .
  • Consistent grant timing in February; PSU performance period 3 years; TSR and ROACE metrics anchor long-term pay-for-performance .

Related Party Transactions and Red Flags

  • No Item 404(a) related party transactions in 2024; directors subject to recusal policies .
  • Section 16(a) filings: generally timely; one late Form 4 disclosed for a different director; no issues noted for Hambly .
  • No option repricing; awards under proposed 2025 LTIP include no liberal CIC, no evergreen, and clawback enforcement .

Board Service, Dual-Role Implications

  • Hambly serves as CEO and a director; Board deems all other directors independent and maintains an independent Chair, separating oversight and management to mitigate dual-role concerns .
  • Hambly holds no committee roles as an employee director ; executive sessions for non-employee directors support independent oversight .

Equity Vesting and Insider Selling Pressure

  • RSUs and PSUs generally vest on a three-year schedule; 2024 vesting occurred in early February (RSUs on Feb 2, PSUs on Feb 6), with consistent annual grant timing in February suggesting seasonal vest/settlement windows to monitor for potential liquidity events tied to withholding/tax .
  • NEOs sold 174,928 shares in 2024 in aggregate and did not purchase on the open market; as of Feb 18, 2025, NEOs had acquired 35,760 shares and sold none year-to-date, indicating limited near-term selling pressure disclosure to date .

Performance & Track Record Context

  • Pay-versus-performance: 2024 Net Income $407.2 million, ROACE 23.1%, cumulative TSR table provided for context; prior years show variability aligned with commodity cycles .
  • Company highlights under the Murphy 3.0 framework include $300 million buybacks in 2024, dividend increases in 2024 and 2025, exploration success in Vietnam with planned 2025 appraisal, and progress on LDV-A platform construction .

Investment Implications

  • Alignment: High proportion of Hambly’s compensation is performance-contingent (PSUs 75% of LTI; TSR/ROACE weighting), with 2024 AIP payout at 116.3% supported by operational/ESG results—positive for pay-for-performance signal .
  • Retention: Significant unvested RSUs/PSUs (226k+ units at target/value) and three-year vesting schedules create retention hooks; CIC protections are double-trigger with 3x cash severance for Hambly, balancing retention with shareholder-friendly terms (no gross-ups) .
  • Trading signals: Watch February grant/vest windows and PSU settlement dates for potential insider 10b5-1 activity or tax-driven sales; company policies limit hedging and require ownership levels before pledging, reducing misalignment risk .
  • Governance: Independent Chair and non-employee director independence mitigate concerns from CEO-director dual role; strong Say-on-Pay (98%) supports stability in comp framework .