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Thomas Ricks

Director at OvintivOvintiv
Board

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

OrganizationRoleTenureCommittees/Impact
H&S Ventures, LLCChief Investment Officer2001–2018CIO for Forbes 150 family office; asset allocation, risk management
UTIMCOChief Executive OfficerNot disclosedManaged $15B endowment and operating funds
University of Texas SystemVice Chancellor, Asset Management; Executive Director, Finance & Private InvestmentsNot disclosedAsset management leadership
Newfield Exploration CompanyDirector1992–2019Governance and integration experience (pre-OVV merger)
LifeCell Corporation; BDM International; Argus PharmaceuticalsDirectorNot disclosedBoard leadership across healthcare/technology
Ocean InstituteDirectorNot disclosedNon-profit governance

External Roles

OrganizationRoleTenureSector
Sensei Biotherapeutics, Inc.Director2015–presentBiotechnology (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)ChairMembersKey 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

CompanyRolePublic/PrivatePotential Interlock/Conflict
Sensei Biotherapeutics, Inc.DirectorPublicBiotech, 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

HolderBeneficial SharesRSUs/PSUs/Options Outstanding% of Shares OutstandingDSUs Outstanding
Thomas G. Ricks191,100 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 .