Karan E. Eves
About Karan E. Eves
Independent director of Permian Resources Corporation since September 2022; age 43. Chief Operating Officer of Boaz Energy II, LLC (co-founded in 2013); previously founded Boaz Energy, LLC (CEO, 2011) and Markar Energy Company (CEO, 2010). Began career at Merit Energy Company in 2004, serving in technical and supervisory roles, including Interim Division Manager for the East Rockies Division. Holds a B.S. in Petroleum Engineering from Texas Tech University. Volunteer leadership includes Trinity School TCA President, Junior League of Midland Sustainer, Sunday School Teacher, and boards of several nonprofit organizations in Midland .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boaz Energy II, LLC | Chief Operating Officer, Co-founder | 2013–present | Executive leadership of upstream operator in Permian Basin |
| Boaz Energy, LLC | Founder & Chief Executive Officer | 2011–2013 | Founded and led upstream operator |
| Markar Energy Company | Founder & Chief Executive Officer | 2010–2011 | Built independent engineering consulting firm |
| Merit Energy Company | Engineering and supervisory roles; Interim Division Manager (East Rockies) | 2004–2010 | Operations leadership and technical roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Trinity School (Midland) | TCA President | Not disclosed | Community leadership |
| Junior League of Midland | Sustainer | Not disclosed | Community service |
| Various nonprofit boards (Midland) | Board member; finance committees | Not disclosed | Nonprofit governance roles |
| Church | Sunday School Teacher | Not disclosed | Community engagement |
Board Governance
- Independence: Board determined Ms. Eves is independent under NYSE rules; also independent for Audit Committee membership under Exchange Act Rule 10A‑3 .
- Committee assignments: Audit Committee (members: Baldwin, Cochran, Eves, Tepper; Tepper as Chair); Nominating & Corporate Governance Committee (members: Eves, Gray, Tepper; Gray as Chair) .
- Board/committee meetings: In 2024, Audit 5, Compensation 4, Nominating & Corporate Governance 4, ESG 4 meetings were held; overall Board held 6 meetings in 2024 and each director attended at least 75% of Board and committee meetings .
- Leadership structure: Independent Board Chair; CEO and Chair roles separated .
- Executive sessions: Independent directors met in executive session four times in 2024, all independent directors (including Ms. Eves) attended .
- Annual meeting attendance: All directors attended the 2024 Annual Meeting .
Fixed Compensation
- Program design: Non-employee directors may elect to take 100% of compensation in stock; equity award plus retainer with additional chair premiums (Director equity $162,500; cash/equity retainer $87,500; Audit Chair $20,000; Compensation Chair $15,000; Nominating Chair $15,000; ESG Chair $15,000) .
- 2024 director compensation: Ms. Eves elected 100% equity; stock awards $287,500; total $287,500. Unvested restricted stock at 12/31/2024: 17,530; total outstanding stock awards (includes prior awards): 63,906 .
- 2023 director compensation: Ms. Eves elected equity; stock awards $249,999; total $249,999 .
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned in Cash ($) | $0 | $0 |
| Stock Awards ($) | $249,999 | $287,500 |
| Total ($) | $249,999 | $287,500 |
| Unvested Restricted Stock (#, year-end) | 26,511 | 17,530 |
| Total Outstanding Stock Awards (#) | 26,511 | 63,906 |
Note: In 2025 CD&A, the company states all directors elected to receive 100% of annual compensation in stock for the year .
Performance Compensation
- Not applicable: Permian’s director program uses time-based restricted stock, not PSUs; directors do not have performance metrics embedded in pay. Executive PSU metrics (Relative and Absolute TSR) apply to NEOs, not directors .
Other Directorships & Interlocks
| Entity | Role | Potential Interlock/Conflict |
|---|---|---|
| Public company boards | None disclosed | No public company directorships disclosed for Ms. Eves in PR proxies |
| Boaz Energy II, LLC | COO | Potential overlap in Permian Basin operations; any related-person transactions would require Audit Committee review and approval under PR’s Related Person Transactions Policy |
Expertise & Qualifications
- Petroleum engineering and reservoir/geology expertise; executive leadership; accounting/financial oversight; investor relations; strategic planning/risk management per director skills matrix .
- Degree: B.S. Petroleum Engineering, Texas Tech University .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership – Class A common stock (#) | 63,906 |
| Ownership % of total voting power | Less than 1% (“*” per table) |
| Unvested restricted stock (#, 12/31/2024) | 17,530 |
| Total outstanding stock awards (#, includes prior awards) | 63,906 |
| Stock ownership guidelines | Non-employee directors: 7x annual cash retainer; 5-year compliance window; unvested awards excluded from calculation |
| Compliance status | As of 12/31/2024, all officers and non-employee directors were compliant or within transition period |
| Hedging/pledging | Prohibited by Insider Trading and Regulation FD policy |
Governance Assessment
- Alignment signals: Independent director; member of Audit and Nominating & Corporate Governance committees; strong stock ownership requirements (7x retainer) and anti-hedging/anti-pledging enhance alignment. 2024 director pay entirely in equity is a positive alignment indicator .
- Engagement: Board declassified; majority vote standard; independent chair; regular executive sessions; adequate meeting cadence and attendance (≥75%) .
- Potential conflicts and mitigants: External operating role at Boaz Energy II could create potential conflicts in the Permian Basin. PR’s Related Person Transactions Policy requires Audit Committee review/pre-approval of any transactions with directors or their affiliates; 2024–2025 proxy related-party section does not disclose transactions involving Ms. Eves .
- Shareholder feedback: Say‑on‑pay support was ~80% in 2024 and >99% in 2023; reflects generally supportive investor sentiment toward compensation governance (contextual to PR’s overall program) .