Josh Schmidt
PEDEVCOAbout Josh Schmidt
Josh Schmidt (age 44) joined PEDEVCO’s Board on October 31, 2025 as the Series A Preferred Stock Director nominated by Juniper following the North Peak/Century merger closing; he was appointed Chairman of PEDEVCO’s Compensation Committee at the same time . Schmidt is Partner and Chief Operating Officer at Juniper (COO since July 2024), serves on Juniper’s portfolio company boards, and is a member of the Fund IV investment committee; he previously served on the board of Ranger Oil Corporation (chairing its compensation committee) and held energy trading/investment roles at Whiteside Energy and Citigroup Energy; he holds a B.S. in Finance from the University of Notre Dame .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Juniper Capital Advisors | Partner; Chief Operating Officer | Partner since 2020; COO since Jul 2024 | Member, Fund IV Investment Committee |
| Ranger Oil Corporation (public) | Director; Compensation Committee Chair | Jan 2021–Jun 2023 | Led comp oversight |
| Whiteside Energy (hedge fund) | Portfolio Manager/Fundamental Analyst | Before 2020 (prior to joining Juniper) | Managed nat gas/electricity investments |
| Citigroup Energy | Natural gas/electricity trader | Before 2020 (prior to joining Juniper) | Energy trading |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Juniper portfolio companies | Director | Ongoing | Serves on boards of several portfolio companies |
Board Governance
- Committee assignments: Appointed to Compensation Committee and designated its chairman on Oct 31, 2025 .
- Independence status: Schmidt was appointed as the Series A Preferred Stock Director at Juniper’s request; the board’s independence determination named Martyn Willsher and Kristel Franklin as independent, but did not designate Schmidt as independent .
- Board structure and nomination rights: Until automatic conversion of the Series A, preferred holders elect one director (initially Schmidt). After conversion, Juniper will have rights to nominate up to three directors depending on ownership, with at least one Juniper director required to chair the Compensation Committee (and generally Governance, subject to exceptions) and serve on each committee other than Audit .
- Governance mechanics: Amended bylaws require Juniper-related director presence for quorum and restrict board size changes without independent directors’ majority and Juniper consent .
Fixed Compensation
- Director compensation terms for Schmidt were not disclosed in the November 3, 2025 8‑K; the company did execute standard indemnification agreements with newly appointed directors, including Schmidt .
Performance Compensation
- No director equity or performance-based compensation specific to Schmidt was disclosed in connection with his Oct 31, 2025 appointment .
Other Directorships & Interlocks
| Company | Role | Dates | Interlock/Notes |
|---|---|---|---|
| Ranger Oil Corporation | Director; Compensation Chair | 2021–2023 | Prior public company board; comp oversight expertise |
| Juniper Capital Advisors | Partner; COO; Fund IV IC member | 2020–present; COO since 2024 | Juniper is a controlling shareholder post-transaction; Schmidt has indirect material interest in the merger/shareholder agreements |
| Juniper portfolio companies | Director | Ongoing | Multiple private boards |
Expertise & Qualifications
- Compensation governance: Chaired compensation committee at Ranger Oil; chairs PEDEVCO’s Compensation Committee .
- Energy finance and trading: Roles at Whiteside Energy and Citigroup Energy, managing/trading natural gas/electricity .
- Private equity operations: Partner/COO at Juniper; Fund IV investment committee member .
- Education: B.S. in Finance, University of Notre Dame .
Equity Ownership
- Series A governance link: Schmidt is the initial “Series A Director” elected by Series A Preferred holders pursuant to the Second Amended and Restated Certificate of Designations .
- Control post-conversion: Affiliates of Juniper are expected to beneficially own approximately 53% of the combined company’s outstanding capital stock after automatic conversion, enabling control over stockholder matters (subject to Texas law supermajority requirements) .
- Indemnification: Company executed standard indemnification agreements with Schmidt upon appointment .
Governance Assessment
- Strengths: Experienced compensation governance (prior chair at Ranger Oil) and energy finance/trading background; adds portfolio management rigor; now chairs PED’s Compensation Committee .
- Conflicts/RED FLAGS:
- Juniper-appointed director with indirect material interest in merger/shareholder agreements; not designated independent .
- Juniper nomination/committee chair rights and quorum requirements create heightened influence over board/committees and governance processes .
- Corporate opportunity waiver in amended charter permitting Juniper and Dr. Kukes to pursue overlapping ventures (potential conflicts with PED’s interests) .
- Company policy permits pledging of director/officer shares (alignment risk), although anti-hedging policy prohibits short sales/options and mandates trading windows/preclearance .
- Implications for investor confidence: Compensation oversight led by a major shareholder’s appointee may signal tighter alignment to controlling-holder priorities; continued transparency on director compensation, related-party dealings, and committee decisions will be crucial to mitigate perceived conflicts .