Ronald J. Tanski - Director | NATIONAL FUEL GAS (NFG) Executive Profile & Compensation

About Ronald J. Tanski

Independent director of National Fuel Gas Company; age 72; director since 2014. Former President and Chief Executive Officer (2013–2019), prior roles include President & COO (2010–2013) and Treasurer & Principal Financial Officer (2004–2010). Committee assignments: Executive Committee and Financing Committee. Education: B.A. in Biology, MBA, and J.D., all from the State University of New York at Buffalo. Core credentials span leadership, industry, and financial expertise .

Past Roles

Organization	Role	Tenure	Committees/Impact
National Fuel Gas Company	President & CEO	2013–2019	Navigated regulatory changes and commodity cycles; broad operational oversight
National Fuel Gas Company	President & COO	2010–2013	Operational leadership across diversified energy businesses
National Fuel Gas Company	Treasurer & Principal Financial Officer	2004–2010	Financial stewardship and capital markets experience
Seneca Resources Company, LLC (subsidiary)	Senior management roles	Various (pre-2010)	E&P leadership; capital efficiency focus
Horizon Energy Development (subsidiary)	Senior management roles	Various	Development and strategy within energy portfolio

External Roles

Organization	Role	Tenure	Committees/Impact
CMS Energy Corporation (NYSE: CMS)	Director	Current	Board oversight of regulated utility operations
Consumers Energy Company (CMS subsidiary)	Director	Current	Oversight within a major utility subsidiary
Interstate Natural Gas Association of America (INGAA)	Chairman (former)	Prior	Industry policy and pipeline advocacy leadership
American Gas Association (AGA)	Director (former)	Prior	Utility industry governance and standards

Board Governance

Independence: The Board determined Mr. Tanski is independent under NYSE and SEC standards .
Committee memberships: Executive; Financing. Financing Committee met once in fiscal 2024; Executive Committee did not meet .
Attendance: In fiscal 2024, all directors attended at least 75% of aggregate Board and applicable committee meetings; four Board meetings were held. All directors attended the 2024 Annual Meeting .
Board structure: 10 of 11 directors are independent; the Board separates Chair and CEO roles and designates a Lead Independent Director (Jeffrey W. Shaw) .

Fixed Compensation

Component	Fiscal 2024 Amount	Notes
Cash retainer	$111,250	Paid quarterly; standard director cash rate was $27,500/qtr for first three quarters and $28,750 in Q4; no chair/lead increments for Tanski
Equity (stock awards)	$175,053	Quarterly common stock under Director Equity Compensation Plan; nontransferable until later of two years from issuance or six months post-service; restrictions lapse at death
Other	$8	Blanket travel insurance premium (max benefit $500,000)

Quarterly stock award valuation details (company-wide basis used for director grants):

Grant Date	Avg Price Used	Aggregate Grant Value
Oct 2, 2023	$51.065	$43,763
Jan 2, 2024	$50.595	$43,765
Apr 1, 2024	$53.365	$43,759
Jul 1, 2024	$54.30	$43,766

Deferred Compensation Plan (DCP): Non-employee directors may defer cash retainers and quarterly stock awards; cash accounts accrue interest at Moody’s Average Corporate Bond Yield equivalent; stock accounts accrue dividend equivalents; payouts per deferral elections; obligations unsecured .
Ownership guideline: Non-employee directors must own ≥5x annual cash retainer within five years; all directors in compliance .

Performance Compensation

Directors do not receive performance-based equity or cash incentives. The Director Equity Compensation Plan provides time-based quarterly stock awards; no options are granted to directors; equity award repricing is prohibited under company plans .

Other Directorships & Interlocks

Company	Sector Overlap	Potential Interlock Considerations
CMS Energy; Consumers Energy	Regulated electric and gas utilities	Shared utility exposure; no related party transactions disclosed at NFG in fiscal 2024

Compensation Committee interlocks/insider participation: None disclosed by NFG .
Charitable contributions to director-affiliated organizations exceeding thresholds: None in prior three years .

Expertise & Qualifications

Expertise: Leadership, industry, financial (as explicitly identified by NFG) .
Education: B.A., MBA, J.D., SUNY Buffalo .
Industry roles: Former INGAA Chairman; former AGA director; extensive experience across utility, pipeline/storage, and E&P segments .

Equity Ownership

Holder	Beneficial Ownership	% of Class	Notes
Ronald J. Tanski	355,662 shares	<1%	Includes 429 shares jointly owned with spouse; table includes certain DCP units only if distributable within 60 days; aggregate compensatory shares received for all years: 18,018

Hedging/pledging: Company prohibits executive officer hedging/pledging; equity incentive plans prohibit repricing; clawback policy compliant with NYSE. (Director hedging policy referenced in TOC but not detailed in provided excerpts) .

Governance Assessment

Alignment: Material personal ownership (355,662 shares) and compliance with a 5x retainer guideline support investor alignment .
Independence and engagement: Independent status; consistent attendance; service on Financing Committee; broad operating and financial expertise enhances oversight capacity .
Compensation structure quality: Simple, transparent director pay—cash retainer plus time-based equity; ability to defer via DCP; no performance-linked director pay reduces short-termism risk .
Conflicts/related parties: No related person transactions disclosed for fiscal 2024; no compensation committee interlocks reported .
Board quality signals: 10/11 independent directors, Lead Independent Director structure, regular executive sessions, and strong say-on-pay support (96.4%) indicate constructive governance and investor confidence in pay practices for management (contextual signal) .
RED FLAGS: None disclosed regarding pledging, related party transactions, low attendance, or director-specific pay anomalies in fiscal 2024 .