Clint Hurt
About Clint Hurt
Clint Hurt, age 89, is an independent director of PrimeEnergy Resources Corporation (PNRG) serving since February 1988. He is president of Clint Hurt & Associates, Inc., a private oil and gas exploration company based in Midland, Texas; prior roles include President of the Independent Oil & Gas Association of West Virginia and advisory director of United Bank of Texas (Midland) . The Board affirms his independence under Nasdaq standards and notes his long-tenured industry expertise and consistent engagement .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PrimeEnergy Resources Corporation (PNRG) | Director (Independent) | Since Feb 1988 | Member: Executive, Audit, Compensation; consistent 100% attendance; recognized industry insight and long service |
| Independent Oil & Gas Association of West Virginia | President (Past) | Not disclosed | Industry association leadership experience |
| United Bank of Texas, Midland | Advisory Director (Former) | Not disclosed | Financial institution advisory experience |
External Roles
| Organization | Role | Public/Private | Location | Notes |
|---|---|---|---|---|
| Clint Hurt & Associates, Inc. | President | Private | Midland, Texas | Oil and gas exploration |
Board Governance
- Independence and composition: Board is majority independent; Hurt is independent (with Gimbel and Fong) .
- Leadership: CEO also serves as Chairman; Board has not appointed a Lead Independent Director .
- Risk oversight: Board reviews operational, financial, regulatory risks via CEO/CFO presentations .
| Governance Item | 2023 | 2024 |
|---|---|---|
| Board meetings held | 3 | 3 |
| Board attendance | All directors attended; 100% | All directors attended; 100% |
| Executive Committee (members) | Drimal Jr., Hurt, Cummings; met 3x + monthly informal | Drimal Jr., Hurt, Cummings; met 3x + monthly informal |
| Audit Committee (members/chair) | Fong (Chair), Gimbel, Hurt; met 2x; all independent | Fong (Chair), Gimbel, Hurt; met 2x; all independent; Fong is “financial expert” |
| Compensation Committee (members) | Gimbel, Hurt; met 1x; all independent; no outside consultant engaged | Gimbel, Hurt; met 1x; all independent; no outside consultant engaged |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Board meeting fee (per meeting) | $10,000 | $10,000 |
| Committee meeting fee | $0 (none paid for committees) | $0 (none paid for committees) |
| Total director fees (Hurt) | $30,000 | $30,000 |
| Equity compensation | None | None |
Directors are reimbursed for travel/related expenses; total cash fees for all five directors were $150,000 in 2023 and 2024 (reflecting three board meetings at $10,000 per director per meeting) .
Performance Compensation
- No non-equity incentive plan compensation, stock awards, options, deferred compensation, or performance-tied director pay are disclosed for directors; the company does not grant director equity .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Hurt |
| Private/non-profit boards | Advisory director (former) at United Bank of Texas; past President of IOGA WV |
| Interlocks/conflicts | None disclosed involving suppliers/customers/competitors; CEO/Chair dual role and controlling ownership may limit independent oversight effectiveness |
Expertise & Qualifications
- Oil & gas: Decades of exploration/operator experience via Clint Hurt & Associates; industry trend insight .
- Finance/boards: Advisory banking role experience; long-term board service at PNRG since 1988 .
- Education: Not disclosed in proxy for Hurt .
Equity Ownership
| Metric | 2024 (Record Date: Apr 10, 2024) | 2025 (Record Date: Apr 7, 2025) |
|---|---|---|
| Beneficial ownership (shares) | 155,763 | 125,763 |
| Ownership (%) | 8.70% | 7.52% |
| Breakdown | 300 shares direct; 155,463 via Clint Hurt & Associates, Inc. (controlled) | 300 shares direct; 125,463 via Clint Hurt & Associates, Inc. (controlled) |
Shares outstanding decreased from 1,790,245 (2024 record date) to 1,672,470 (2025 record date), affecting percentage ownership calculations . No pledging or hedging by Hurt is disclosed; company discourages hedging but has no formal policy . Section 16(a) filings were timely for 2024; a late Form 4 was noted for another holder in 2025; none noted for Hurt .
Governance Assessment
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Strengths
- Independent director with extensive oil & gas domain expertise; multi-decade continuity and engagement; 100% attendance across board and committee meetings .
- Service on Audit and Compensation committees, with Audit chaired by a designated financial expert (Fong), supports oversight breadth .
- Meaningful equity alignment via direct and controlled entity holdings (7.52% in 2025), providing skin-in-the-game .
-
Risks / Red Flags
- Board leadership concentration: CEO also chairs the board, and the board has not appointed a Lead Independent Director, which can dilute independent challenge and oversight .
- Ownership concentration: CEO beneficially owns 51.40%, potentially limiting minority shareholder influence and independence effectiveness of the board .
- Compensation governance: Compensation Committee does not employ independent compensation consultants, reducing third-party benchmarking rigor; CEO and CFO participate in discussions (though they abstain on their own pay) .
- Policy gaps: Hedging is discouraged but no formal anti-hedging policy; no director stock ownership guidelines disclosed, limiting structured alignment standards .
- Advanced age and succession: At age 89, potential continuity/succession risk for director capacity over time .
-
Related-party exposure
- No related-party transactions disclosed involving Hurt or his controlled entity; recent buybacks were from other holders (Amrace Inc./de Rothschild; Jan Smeets) .
-
Say-on-Pay context
- Company conducts triennial say-on-pay; next expected in 2028; prior stockholder support in 2022 noted (no percentages disclosed) .
Overall: Hurt contributes sector expertise and consistent engagement across key committees with material ownership alignment. Governance risks primarily stem from board leadership structure (CEO/Chair dual role with controlling stake), absence of a Lead Independent Director, and limited use of external compensation advisors, which may constrain the board’s independence signal to investors .