Anthony Best
ProPetro HoldingAbout Anthony J. Best
Lead Independent Director of ProPetro Holding Corp. since October 2019; independent director since January 2018. Age 75. Mechanical engineering background (B.S., Texas A&M) and M.S. in Engineering Management (University of Alaska); former U.S. Air Force engineering officer. Extensive energy industry leadership including CEO roles at SM Energy and Pure Resources and senior roles at ARCO; retired as Chairman of Newpark Resources in May 2023 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SM Energy Company | President & COO; Chief Executive Officer | President & COO from 2006; CEO Feb 2007–Jan 2015 | Led E&P operations; executive leadership |
| Pure Resources, Inc. (Unocal subsidiary) | President & Chief Executive Officer | 2003–2005 | Led development and exploration business |
| ARCO (Atlantic Richfield Co.) | Various roles culminating as President, ARCO Latin America | 1979–2000 | International operations leadership |
| United States Air Force | Engineering Officer | 5 years (early career) | Technical leadership in engineering |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Newpark Resources | Chairman of the Board | Retired May 2023 | Board chair; governance leadership |
| Quantum Energy Partners portfolio cos. (ExL Petroleum; Middle Fork Energy Partners) | Director; Senior Advisor | Not disclosed | Private company board roles; sponsor advisory |
Board Governance
- Current roles: Lead Independent Director; Audit Committee Chair; Compensation Committee member .
- Independence: Board affirmatively determined Best is independent under NYSE rules .
- Attendance: All directors serving in 2024 attended over 75% of meetings; Board met 10x; Audit 10x; Compensation 5x; Nominating 4x .
- Lead Independent Director responsibilities include presiding over meetings without Chair/CEO, approving agendas, acting as liaison, and communicating CEO evaluation/compensation after Compensation Committee approval .
- Outside boards guideline: LID may sit on no more than two additional outside public company boards (time-commitment safeguard) .
Fixed Compensation
| Component (2024) | Amount ($) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash | 130,000 | Annual cash retainer; reflects Director Compensation Policy |
| Stock Awards (RSUs, grant-date fair value) | 154,993 | Annual RSU; vests on earliest of 1-year anniversary, day before next annual meeting, or Change in Control; pro-rated for partial-year service |
| Total | 284,993 | 2024 non-employee director compensation |
Performance Compensation
- Directors receive time-based RSUs; no performance-based equity (e.g., PSUs) is disclosed for non-employee directors .
Director Compensation Mechanics and Limits
- Annual RSU vesting terms: earliest of 1-year post-grant, day before next annual meeting, or Change in Control; death/disability vest pro-rata; expenses reimbursed per policy .
- Second A&R LTIP director pay cap: ≤$500,000 value in a single calendar year (cash+awards), with permitted additional amounts for new directors, special committees, lead director, or non-executive chair .
Other Directorships & Interlocks
| Company | Type | Current/Prior | Potential Interlock Risk |
|---|---|---|---|
| Newpark Resources | Public | Prior (retired May 2023) | No ProPetro related-party linkage disclosed – |
| ExL Petroleum; Middle Fork Energy Partners | Private (Quantum portfolio) | Prior | No ProPetro related-party linkage disclosed – |
Expertise & Qualifications
- Executive leadership in E&P and energy services; extensive operations in Permian and Latin America .
- Financial oversight as Audit Committee Chair; governance as Lead Independent Director .
- Technical: Mechanical engineering degree; engineering management; cybersecurity oversight at the board through committee constructs (broader board has audit/technology expertise) .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficially owned shares | 110,939 | <1% of outstanding |
| Outstanding stock awards (RSUs) | 17,939 | Aggregate RSUs outstanding as of 12/31/2024 |
| Director ownership guideline | ≥300% of annual cash retainer | All non-employee directors in compliance as of 12/31/2024 |
| Hedging/pledging policy | Prohibited | Insider Trading Compliance Policy bans hedging/pledging by directors |
Related-Party Exposure
- Proxy lists related-party transactions (yards leased from entities linked to Spencer Armour/CEO’s family; transportation services with executive family ties; Pioneer/Exxon customer agreements), but does not identify any transactions involving Best –.
Governance Assessment
- Strengths: Independent LID role with defined responsibilities; Audit Chair for a committee meeting 10 times in 2024; high attendance; clear director ownership guidelines with compliance; prohibition on hedging/pledging; clawback policies applicable to awards under LTIP .
- Compensation alignment: Modest cash fee with equity in RSUs that vest around annual meeting, reinforcing alignment without short-term performance gaming; capped director compensation under plan .
- Potential watch items: Structural customer influence via Exxon/Pioneer rights (designated director), though not tied to Best; continue monitoring time-commitment limits for LID and any future outside boards .
- No RED FLAGS identified specific to Best regarding related-party transactions, hedging/pledging, or low attendance; no director options or repricing – .