Thomas Ricks
About Thomas Ricks
Thomas G. Ricks, age 71, is an independent director of Ovintiv (OVV) since 2019 and currently chairs the Human Resources & Compensation (HRC) Committee and serves on the Corporate Responsibility & Governance (CRG) Committee; pending April 2025 approvals, he will chair the CRG Committee and remain on HRC while Meg Gentle becomes HRC Chair . A career institutional investor and capital allocator, he previously served as CIO of H&S Ventures (2001–2018) and CEO of UTIMCO, overseeing $15B of endowment and operating funds; he holds an MBA from the University of Chicago and a BA in Economics from Trinity College . He joined OVV’s board through Ovintiv’s acquisition of Newfield Exploration (where he was a director from 1992–2019) and frequently engages with shareholders on compensation design .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| H&S Ventures, LLC | Chief Investment Officer | 2001–2018 | CIO for Forbes 150 family office; asset allocation, risk management |
| UTIMCO | Chief Executive Officer | Not disclosed | Managed $15B endowment and operating funds |
| University of Texas System | Vice Chancellor, Asset Management; Executive Director, Finance & Private Investments | Not disclosed | Asset management leadership |
| Newfield Exploration Company | Director | 1992–2019 | Governance and integration experience (pre-OVV merger) |
| LifeCell Corporation; BDM International; Argus Pharmaceuticals | Director | Not disclosed | Board leadership across healthcare/technology |
| Ocean Institute | Director | Not disclosed | Non-profit governance |
External Roles
| Organization | Role | Tenure | Sector |
|---|---|---|---|
| Sensei Biotherapeutics, Inc. | Director | 2015–present | Biotechnology (public) |
Board Governance
- Committee roles: HRC Chair and CRG member; slated transition to CRG Chair with continued HRC membership in April 2025 .
- Independence: Independent director; all standing committees comprised of independent directors; HRC members are non-employee directors under Rule 16b-3 .
- Attendance and engagement: 100% aggregate director attendance in 2024; Ricks attended 5/5 Board, 4/4 CRG, 4/4 HRC meetings (total 13) and directors held executive sessions regularly .
- Shareholder engagement: Directors (including HRC and CRG chairs) joined outreach to >67% of holders; Ricks’ bio notes frequent shareholder engagement on compensation .
- Governance practices: Prohibitions on hedging, short-selling, margin pledging; overboarding policy (≤3 other public company boards) and change-of-circumstance policy; no related person transactions since Jan 1, 2024 .
| Committees (2024–2025) | Chair | Members | Key Oversight |
|---|---|---|---|
| Human Resources & Compensation (HRC) | Thomas Ricks (Chair; will become member post-Apr 2025) | Meg Gentle; Howard Mayson | Executive comp design, metrics, ownership guidelines, compensation risk, ESG/social oversight |
| Corporate Responsibility & Governance (CRG) | Suzanne Nimocks (Chair; retiring); Thomas Ricks slated to become Chair | Ralph Izzo; Thomas Ricks | Board refreshment, governance policy, integrated risk oversight |
Fixed Compensation
| Component (Director, 2024) | Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash (incl. DSUs) | $110,000 | Includes cash portion of 31% retainer and HRC chair fee |
| Stock Awards (Director RSUs) | $210,018 | Granted May 17, 2024; 4,213 RSUs based on $49.85 5-day VWAP |
| All Other Compensation | $431 | Life insurance cost |
| Total | $320,449 | — |
| Annual Director Compensation Structure (2024) | Value/Policy |
|---|---|
| Board Member Retainer | $305,000; 69% RSUs; 31% cash or DSUs at director’s election |
| HRC Committee Chair | $15,000 (2024); increases to $20,000 starting 2025 |
| CRG Committee Chair | $15,000 (2024); increases to $20,000 starting 2025 |
Performance Compensation
- Independent directors do not receive performance-based compensation (no bonus or PSUs tied to metrics); director pay is primarily fixed cash and time-based RSUs settled at grant .
Other Directorships & Interlocks
| Company | Role | Public/Private | Potential Interlock/Conflict |
|---|---|---|---|
| Sensei Biotherapeutics, Inc. | Director | Public | Biotech, no evident OVV supplier/customer overlap in proxy; overboarding policy limits observed |
- OVV states no interlocking directorships with other reporting issuers and prohibits hedging/pledging, which reduces conflict risk .
Expertise & Qualifications
- Brings institutional investor perspective: portfolio management, asset allocation, risk management, thematic investing; governance and compensation oversight as HRC Chair .
- Education: MBA (University of Chicago); BA in Economics (Trinity College) .
Equity Ownership
| Holder | Beneficial Shares | RSUs/PSUs/Options Outstanding | % of Shares Outstanding | DSUs Outstanding |
|---|---|---|---|---|
| Thomas G. Ricks | 191,100 | 0 | <1% | 0 |
- Director share ownership guidelines: ≥5x annual cash compensation in shares/DSUs/Director RSUs within five years; all directors meet or are on track .
- Hedging/pledging prohibited (no margin accounts; no options/short sales), aligning director incentives with shareholder outcomes .
Governance Assessment
- Positive signals:
- Independent director with 100% attendance and active engagement; chairs HRC and slated to chair CRG, aligning board oversight of compensation and governance .
- No related-party transactions and no delinquent Section 16 reports for Ricks; strong governance policies (clawbacks, overboarding limits, executive sessions) .
- Meaningful personal share ownership (191,100 shares) and compliance with ownership guidelines supports alignment .
- Watch items:
- Role transition in April 2025 shifts compensation oversight from Ricks to Gentle; monitor continuity in pay-for-performance rigor and shareholder engagement cadence .
- External public board (Sensei) outside energy; minimal obvious interlock risk, but continue to monitor time commitments given overboarding policy thresholds .