Kevin McCarthy
PLAINS GP HOLDINGSAbout Kevin S. McCarthy
Kevin S. McCarthy, age 65, has served as an independent director of PAGP GP since October 2020, bringing a 30+ year energy finance background; he was Vice Chairman at Kayne Anderson (2019–2023), previously global head of energy investment banking at UBS (with similar roles at PaineWebber and Dean Witter), and holds a BA in economics and geology from Amherst College and an MBA in Finance from Wharton . He is currently a director at Kinetik Holdings Inc. and Chord Energy Corporation, and previously chaired Whiting Petroleum’s board and served on boards including Altus Midstream, Range Resources, ONEOK, Emerge Energy Services LP, and K‑Sea Transportation Partners L.P. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Kayne Anderson | Vice Chairman | 2019–2023 | Co-founded energy infrastructure securities; CEO/Chairman of Kayne Anderson closed-end funds |
| UBS Securities LLC | Global Head, Energy Investment Banking | Pre-2004 | Led energy IB globally |
| PaineWebber; Dean Witter Reynolds | Senior Energy Investment Banking roles | Pre-2004 | Energy IB leadership |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Kinetik Holdings Inc. | Director | Current | Midstream; energy infrastructure focus |
| Chord Energy Corporation | Director | Current | Upstream; industry exposure |
| Whiting Petroleum Corporation | Director; Chairman | Prior | Leadership role |
| Altus Midstream Company | Director | Prior | Midstream |
| Range Resources Corporation | Director | Prior | Upstream |
| ONEOK, Inc. | Director | Prior | Midstream |
| Emerge Energy Services LP | Director | Prior | Energy services |
| K‑Sea Transportation Partners L.P. | Director | Prior | Marine transport |
| The Gladney Fund | Director | Current | Non-profit, adoption agency |
Board Governance
- Independence: Determined by the Board to be independent under Nasdaq and SEC rules .
- Committees: Member, Governance Committee; Member, Health, Safety, Environment & Sustainability (HSES) Committee .
- Committee chairs: Governance chaired by Bobby Shackouls (transition to John Raymond as chair effective June 1, 2025); HSES chaired by Lawrence M. Ziemba .
- Attendance & engagement: In 2024, all directors attended all Board and applicable committee meetings; Board met 5x, Audit 8x, Compensation 2x, Governance 1x, HSES 4x .
- Tenure: Director since October 2020; Class II director nominated for election in 2025 to serve until the 2028 annual meeting .
Fixed Compensation (Director Pay)
| Year | Cash Retainer ($) | Committee Chair Fees ($) | Other Committee Fees ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 115,000 | 0 (not a chair) | 0 (not on Audit; Audit members get $15,000) | — | 257,749 |
- Program updates: In Feb 2024, committee chair retainers (non‑Audit) increased from $15,000 to $20,000 and annual director equity awards increased from $125,000 to $145,000 .
- Policy highlights: Fees reimbursed for reasonable Board-related expenses .
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Award Size (#) | Grant-Date Fair Value ($) | Vesting | DERs | Performance Metrics |
|---|---|---|---|---|---|---|
| Phantom Class A shares | Aug 2024 | 7,650 | 142,749 | Vests Aug 2025 distribution date | Included | None disclosed for director awards (time-based) |
| Phantom Class A shares (prior grants) | Prior to Aug 2024 | 11,900 | — | Vests Aug 2025 distribution date | Not specified | Not disclosed (time-based) |
Outstanding director LTIP awards held at 12/31/2024:
| Award | Units (#) | Vesting Date |
|---|---|---|
| Phantom Class A shares | 7,650 | Aug 2025 |
| Phantom Class A shares | 11,900 | Aug 2025 |
| Total | 19,550 | — |
Plan features (PAGP Long Term Incentive Plan): Allows restricted shares, phantom shares, options; phantom shares may include DERs; phantom and restricted shares can be time- or performance-based at Board discretion; as of 12/31/2024, 144,500 unvested phantom Class A shares outstanding .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Current public boards | Kinetik Holdings Inc.; Chord Energy Corporation |
| Potential interlocks/conflicts | No related-party transactions disclosed involving McCarthy; Board reviewed EMG/EnCap-affiliated transactions and determined independence for Raymond and Petersen (context) . |
Expertise & Qualifications
- Board skills and attributes: Public company experience; Finance/Accounting; Strategy/Commercial; Governance/Legal; Industry Experience; Private Equity .
- Education: BA (economics & geology), Amherst College; MBA (Finance), Wharton School .
- Sector experience: Energy investment management; energy investment banking leadership .
Equity Ownership
| Holder | Beneficial Class A Shares | Notes |
|---|---|---|
| Kevin S. McCarthy | 129,141 (excludes unvested phantom shares) | Footnote (6): unvested phantom shares omitted |
| Unvested Phantom Awards | Units (#) | Vesting Date |
|---|---|---|
| Phantom Class A shares (two grants) | 19,550 total | Aug 2025 |
| Voting Equivalents via Class C | Amount | Notes |
|---|---|---|
| Class C pass-through voting (reflects PAA units/eligibility) | 200,000 | Column reflects PAA units voting via Class C mechanism |
Ownership alignment and risk controls:
- Ownership guidelines: Directors must hold PAGP/PAA securities equal to 5x annual cash retainer; McCarthy’s compliance date is August 2026; all current directors are on track or have met guidelines; “hold‑until‑met” on vested awards .
- Anti-hedging/pledging: Hedging prohibited; pledging prohibited; no pledges by directors/NEOs reported as of March 24, 2025 .
Governance Assessment
- Strengths: Independent director with perfect attendance in 2024 ; meaningful sector expertise in energy finance and private equity ; aligned compensation with a substantial annual equity component and time-based vesting plus DERs ; robust ownership guidelines and anti‑hedging/pledging policies .
- Committee effectiveness: Active on Governance and HSES committees; both committees require independence under their charters; HSES oversight supports ESG and safety risk management .
- Compensation signals: 2024 increase in non‑employee director equity awards (to ~$145k) indicates emphasis on equity alignment; McCarthy’s 2024 cash/equity mix shows equity as a significant portion of director pay .
- Potential watch items: Multiple current external public boards (Kinetik, Chord) can create time demands, though no attendance or engagement issues disclosed and 2024 attendance was perfect .
- Red flags: None disclosed for McCarthy—no related-party transactions, no hedging or pledging, and full attendance; independence affirmed .
Overall: McCarthy brings deep energy capital markets expertise and strong governance participation, with clear alignment to shareholders through equity awards and ownership policies, and no disclosed conflicts or attendance concerns .