Bobby Shackouls
About Bobby S. Shackouls
Independent director at Plains All American Pipeline (PAA) since 2010; Lead Director since January 2020, stepping down June 1, 2025 as part of a planned rotation to John Raymond . Former Chairman and CEO of Burlington Resources; served on ConocoPhillips’ board until his retirement in 2011; extensive midstream/upstream leadership experience and broad governance credentials across finance, commercial strategy, operations, and international exposure . Age 74 as of the 2025 proxy; tenure spans key governance transitions post-2016 simplification, with consistent “independent” status under Nasdaq/SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Burlington Resources Inc. | Chairman; previously President & CEO (Meridian Oil → Burlington) | Chairman 1997–2006; CEO 1995–2006 | Led public company governance and energy operations at scale |
| ConocoPhillips | Director | 2006–May 2011 | Board service post-Burlington acquisition |
| The Kroger Co. | Director | 1999–Jan 2021 | Long-tenured large-cap retail governance experience |
| Oasis Petroleum | Director | 2012–Nov 2020 | Upstream sector oversight |
| Quintana Energy Services | Director | Jan 2019–Jul 2020 | OFS governance experience |
| PNGS GP LLC (PAA Natural Gas Storage GP) | Director; Audit Committee member | Apr 2010–Dec 2013 | Energy storage governance, audit oversight |
External Roles
- Current public company directorships: None disclosed beyond PAA/PAGP governance .
- Prior board memberships listed above; no current committee roles at other public issuers reported .
Board Governance
- Independence: Assessed independent under Nasdaq/SEC standards (one of eight independent directors) .
- Leadership: Lead Director until June 1, 2025; responsibilities include presiding over non-management executive sessions, coordinating agendas with Chair/CEO, acting as liaison with independent directors .
- Committee work: Currently Chair of Governance; member of Compensation (becomes Compensation Chair June 1, 2025; remains on Governance with Raymond becoming Chair) .
- Attendance: 2024—Board met 5 times; Audit 8, Compensation 2, Governance 1, HSES 4; all directors attended all Board and applicable committee meetings; eight directors attended the 2024 annual meeting .
- Executive sessions: Non-management directors meet in executive session at each regular Board meeting; led by Lead Director .
- Governance features: Majority-independent board despite LP exemptions; robust ownership guidelines and clawback policy; established HSES committee; unified governance for PAA/PAGP .
Committee Assignments
| Committee | 2025 Status | Effective Change (June 1, 2025) | Notes |
|---|---|---|---|
| Governance | Chair: Bobby S. Shackouls; Members: McCarthy, Petersen, Pruner | Chair transitions to John Raymond; Shackouls remains member | Independence required by charter; oversees succession, evaluations |
| Compensation | Chair: John T. Raymond; Members: Petersen, Shackouls | Shackouls becomes Chair; Raymond remains member | Uses Meridian as independent consultant; all members independent |
| Audit | Chair: Victor Burk; Members: Ziemba, DeSanctis, Pruner | — | Burk/Pruner as financial experts |
| HSES | Chair: Ziemba; Members: McCarthy, DeSanctis | — | ESG/safety oversight |
Fixed Compensation
| Component | 2024 Amount/Structure | Vesting/Terms |
|---|---|---|
| Annual cash retainer (non-employee directors) | $115,000 | Paid cash; expense reimbursed |
| Committee chair (non-Audit) | $20,000 (increased from $15,000 in Feb 2024) | Cash |
| Audit Committee chair | $30,000 | Cash |
| Audit Committee member | $15,000 | Cash |
| Lead Director retainer | $35,000 | Cash |
| Annual equity (phantom Class A shares of PAGP) | ~$145,000 grant-date value (increased from $125,000 in 2023) | Vests on Aug 2025 distribution date; includes DERs |
2024 Director compensation for Bobby S. Shackouls:
| Item | Amount |
|---|---|
| Fees earned or paid in cash ($) | $168,750 |
| Stock awards ($) | $142,749 |
| Total ($) | $311,499 |
Outstanding director LTIPs (as of Dec 31, 2024) include 19,550 PAGP phantom Class A shares for Shackouls, vesting August 2025 .
Performance Compensation
Directors do not have performance-conditioned equity; their phantom share awards are time-based with DER accruals . Relevant for Shackouls’ incoming Compensation Chair role, PAA’s NEO incentive metrics and 2024 outcomes:
| Metric (Company performance, 60% weight) | Target | Result | Payout % | Weight × Payout |
|---|---|---|---|---|
| Adjusted EBITDA attributable to PAA ($mm) | $2,675 | $2,779 | 152% | 40% × 152% = 61% |
| Implied DCF per CUE ($/unit) | $2.44 | $2.49 | 127% | 40% × 127% = 51% |
| Safety (TRIR) | 0.25 | 0.25 | 75% (after −25 bps adjustment) | 10% × 75% = 7.5% |
| Environmental (FRR) | 15 | 19 | 89% (after +25 bps adjustment) | 10% × 89% = 8.9% |
| Company subtotal | — | — | — | 128% |
Individual performance (40% weight) drove final bonus payouts ranging 117–147% of target; CEO at 141%; details in CD&A . Long-term performance equity for executives is 50% TSR-relative and 50% cumulative DCF/CUE with leverage modifier (3-year windows), not applicable to directors .
Other Directorships & Interlocks
- Board peers include Raymond (EMG-associated) and Petersen (EnCap-associated); Board reviewed 2024–2025 related transactions with EMG/EnCap and determined independence of those directors remained intact . No current external interlocks disclosed for Shackouls .
Expertise & Qualifications
- Skills matrix indicates coverage across public company experience, finance/accounting, commercial strategy, governance/legal, operations/technical, industry experience, and international exposure . His background as former public-company CEO and chair supports board leadership and committee oversight .
Equity Ownership
| Holding | Quantity | Voting % |
|---|---|---|
| PAA common units | 35,033 | <1% |
| PAGP Class A + B shares | 53,851 | <1% |
| Total combined PAA/PAGP units/shares | 88,884 | <1% overall voting interests |
- Ownership guidelines: Directors must hold securities equal to 5× annual cash retainer; compliance date November 2025; all current directors are on-track/meeting guidelines; “hold-until-met” applies to vested awards . No pledging by directors/NEOs; hedging/pledging prohibited by policy .
Fixed Compensation (Director Program Structure)
| Element | Value/Policy | Notes |
|---|---|---|
| Cash retainers | $115,000 base; $20,000 non-Audit chair; $30,000 Audit chair; $15,000 Audit member; $35,000 Lead Director | 2024 adjustments to chair fees/equity values |
| Equity awards | ~$145,000 phantom Class A shares (PAGP); DERs accrue; vest next August distribution | LTIP vesting fully upon death/disability/retirement/not re-elected (cause exception) |
Performance Compensation (Executive Program Oversight Context)
| LTIP Metric | Window | Target/Mechanics |
|---|---|---|
| Relative TSR (50%) | 3 years | PAA vs designated TSR comparator peer group; negative TSR modifier reduces >100% payout by 25 bps |
| Cumulative DCF per CUE (50%) | 3 years | FY24 grants: $7.75 target over 3-year period; leverage ratio modifier may reduce payout by 25 bps if above guidance |
Governance Assessment
- Strengths:
- Majority-independent board; codified Lead Director role; strong committee independence and charters; consistent full attendance in 2024 indicating high engagement .
- Director equity is time-based phantom shares with DERs; cash/equity mix consistent with market, plus ownership/hold requirements enhancing alignment .
- Say-on-pay support ~98% in 2024; ongoing investor engagement; clawback policy aligned with Dodd-Frank/Nasdaq .
- Potential watch items:
- Board-level related transactions with EMG/EnCap affiliates reviewed and independence affirmed; continued monitoring advisable as Compensation/Governance leadership rotates (Shackouls to Compensation Chair, Raymond to Governance Chair) .
- LP structure and omnibus agreement: PAA reimburses GP-level governance costs; ensure transparent allocation and oversight in committees Shackouls leads .
Overall, Shackouls’ long-tenured, independent leadership, committee experience, and attendance record support board effectiveness; compensation and ownership structures indicate alignment with investors, with limited conflict signals and robust governance processes addressing related-party exposures .