Bobby Riley
About Bobby Riley
Bobby Riley, 69, is Chairman of the Board and Chief Executive Officer of Riley Exploration Permian, Inc. (REPX), serving as a director since February 2021; he previously led REP LLC as President and CEO since June 2016 and founded/led prior Riley entities across E&P operations over nearly 45 years in oil and gas across multiple continents . He holds a bachelor’s degree in Business, Accounting and Finance from the University of Science & Arts of Oklahoma and completed the Advanced Drilling Operations and Well Control program at Murchison Drilling Schools; he is a member of the American Petroleum Institute and the Society of Professional Engineers and is IADC/MMS Well-Cap Certified . In 2024, REPX increased total equivalent production 22% YoY, operating cash flow before WC by 10% YoY, and Total Free Cash Flow by 67% YoY; pay-versus-performance disclosures show PEO compensation actually paid of $3.86M with TSR value of an initial $100 investment at $190.68 for 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Riley Exploration Permian, Inc. | Chairman of the Board and CEO | Director since Feb 2021 | Unified leadership bridging management and Board; guides capital allocation and operations . |
| Riley Exploration-Permian, LLC (REP LLC) | President & CEO; Board of Managers | Since Jun 2016 | Built and led E&P operations; prepared entity for merger with REPX . |
| Riley Exploration Group, Inc. (REG) | CEO | 2012–May 1, 2018 | Led corporate development; co-founded predecessor REX . |
| Riley Exploration, LLC (REX) | Chairman & CEO | 2007–2012 | Founded; grew unconventional plays; designed/patented completion equipment licensed to Baker-Hughes; intelligent well systems sold to Weatherford . |
| Activa Resources, Inc. | VP Operations | 2005–2007 | Public E&P operations leadership . |
| Tuleta Energy Partners, LLC | Managing Partner | 2002–2005 | Grew private E&P until acquired by Activa . |
| Oil & Gas Service Co. | President | 1991–2001 | Well design & reservoir data acquisition in Nigeria, Venezuela, Norway . |
| Durango Energy, Inc. | Founder | 1984– | Operated up to 150 wells in Oklahoma . |
| Monitoring Systems Inc. | District Manager | — | Drilling and well control instrumentation deployments on offshore rigs . |
| Cameron Iron Works | Early Career | ~1974 | Industry entry in Houston . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| American Petroleum Institute; Society of Professional Engineers | Member | — | Technical community engagement and standards participation . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $473,486 | $530,000 |
| Annual Bonus ($) | $670,165 | $2,152,500 |
| Equity Awards ($) (grant-date fair value) | $1,577,173 | $812,858 |
| All Other Compensation ($) | $43,333 | $46,701 |
| Total ($) | $2,764,157 | $3,542,059 |
Additional detail:
- 2024 restricted stock grant: 27,480 shares on April 11, 2024; vest in equal installments over three years beginning first anniversary; grant-date fair value $812,858 .
- 2023 restricted stock grant: 54,273 shares on October 9, 2023; same vest schedule; grant-date fair value $1,577,173 .
Performance Compensation
| Program | Metric(s) | Target | Actual/Payout | Vesting | Notes |
|---|---|---|---|---|---|
| 2024 Annual Incentive Bonus | Free cash flow generation; production; operating costs (LOE, G&A); safety & environmental performance | Target equals 50% of base salary | $1,080,000 cash award for 2024 performance | Cash (n/a) | Committee applied discretion based on performance vs budget and strategic priorities . |
| One-time CEO cash award (Dec 2024) | Extraordinary performance recognition vs peer CEO comp | — | $675,000 cash paid Dec 31, 2024 | Cash (n/a) | Non-recurring . |
| 2024 LTIP | Time-based restricted stock | Discretionary | 27,480 shares granted 4/11/2024 | Ratable over 3 years from grant date | Aligns long-term interests with stockholders . |
| 2025 STIP | Oil production; LOE & G&A (non-stock); upstream free cash flow; HSE (TRIR, spill intensity, flare intensity) | CEO target: 100% of base salary; payout range 50%–200% of target | Not yet disclosed | Cash (n/a) | Committee set threshold/target/max for each metric . |
| 2025 LTIP (Time-based) | Restricted stock (70% of LTI) | Ten-day VWAP-based grant | 78,584 time-based shares granted 3/24/2025 | Ratable over 3 years on April 1 each year (2026–2028) | Continuous service required . |
| 2025 LTIP (Performance-based) | 3-year Relative TSR vs peer group (30% of LTI) | Payout 0%–200% based on TSR | 33,679 performance-based shares granted 3/24/2025 | Cliff vest April 1, 2028 | Continuous service required; newly adopted form . |
Equity Ownership & Alignment
| Ownership Item | Amount | Detail |
|---|---|---|
| Total Beneficial Ownership (shares) | 439,636 | 2.0% of outstanding shares (22,003,751 including 935,627 unvested) . |
| Unvested Restricted Stock (shares) | 222,097 | Under LTIP; remain subject to forfeiture . |
| Unvested at 12/31/2024 (shares; $ value) | 85,315; $2,723,255 | Value assumes $31.92 closing price on 12/31/2024 . |
| Shares Pledged as Collateral | 226,060 | Pledged to secure personal indebtedness; company allows pledging of fully vested shares but prohibits pledging restricted shares; confirmed compliant . |
| Stock Ownership Guidelines | 5x base salary for CEO; 5-year compliance period; retain 50% of net shares until compliant | Vested and unvested RS/RSUs count toward compliance . |
| Anti-Hedging Policy | Prohibits hedging transactions for insiders | Adopted per Insider Trading Policy . |
| Clawback Policy | Adopted Dec 1, 2023 under Rule 10D-1 | Recovers excess incentive comp upon restatement . |
Employment Terms
| Term | Detail |
|---|---|
| Agreement Effective Date | Amended and Restated Employment Agreement approved Mar 24, 2025; effective April 8, 2025 . |
| Initial Term & Renewal | 8-K describes initial term of two years with automatic renewals; proxy summary references three years; both include auto-renewal thereafter . |
| Base Salary | $530,000 in 2024; increase for 2025 effective Jan 1, 2025 (amount not disclosed in proxy) . |
| Annual Cash Bonus Opportunity | Discretionary STIP set annually; 2025 CEO target 100% of base salary; payout 50%–200% based on metrics . |
| Annual Equity Award Opportunity | Discretionary LTIP grants; 2025 mix: 70% time-based, 30% performance-based (Relative TSR, 3-year) . |
| Severance (no CIC) | If terminated without cause or resigns for good reason: Bobby Riley receives 200% of base salary + 200% of prior-year annual bonus + 6 months COBRA; equity vesting acceleration per award agreement . |
| CIC Benefits (Double Trigger) | Upon CIC and qualifying termination: 200% of base + 200% prior-year annual bonus + 6 months COBRA; all unvested equity vests at CIC . |
| Estimated Payments (as of 12/31/2024) | Termination without cause/resignation for good reason: $5,391,985 total; CIC without termination: $2,723,255; CIC with qualifying termination: $5,391,985; Death/Disability: $2,723,255 . |
| Restrictive Covenants | Clawback compliance; confidentiality; non-compete; non-solicitation . |
| Tax Treatment | Best-of-net approach for 280G/4999; no tax gross-up . |
Board Governance
- Combined Chairman and CEO roles: Board believes this structure is currently effective; retains authority to separate in future; CEO bridges management and Board .
- Independence: Majority independent directors; committees (Audit, Compensation, Nominating & Corporate Governance) comprised entirely of independent directors .
- Committees:
- Audit: Brent Arriaga (Chair), E. Wayne Nordberg, Rebecca Bayless; Arriaga is an “audit committee financial expert” .
- Compensation: E. Wayne Nordberg (Co-Chair), Rebecca Bayless (Co-Chair), Brent Arriaga .
- Nominating & Corporate Governance: Rebecca Bayless (Chair), Nordberg, Arriaga .
- Meetings & Attendance: 2024—Board 4, Audit 5, Nominating 1, Compensation 3; each director attended at least 75% of aggregate meetings; executive sessions led by an independent director .
- Director compensation: Non-employee directors receive $120,000 cash retainer and restricted stock up to $200,000; CEO director (Bobby Riley) does not receive director fees .
Performance & Track Record
| Fiscal Year | PEO SCT Total ($) | PEO Compensation Actually Paid ($) | TSR Value of $100 Investment | Highlights |
|---|---|---|---|---|
| 2022 | $1,957,418 | $3,524,046 | $160.15 | — |
| 2023 | $2,764,157 | $2,669,699 | $153.98 | — |
| 2024 | $3,542,059 | $3,858,072 | $190.68 | Production +22% YoY; Operating cash flow +10% YoY; Total FCF +67% YoY; NM asset acquisition; power JV operations begun; expanded ERCOT project . |
Compensation Peer Group (Benchmarking)
| Peer Companies (2024 benchmarking set) |
|---|
| Amplify Energy Corp.; Berry Corporation; Evolution Petroleum Corp.; Granite Ridge Resources; Gulfport Energy Corporation; HighPeak Energy; Northern Oil and Gas, Inc.; Ring Energy, Inc.; SandRidge Energy, Inc.; SilverBow Resources, Inc.; Talos Energy; Vital Energy, Inc.; W&T Offshore, Inc. . |
Changes from prior set: Removed Battalion, Earthstone, Northern Oil and Gas, Ranger Oil; added Granite Ridge, Gulfport, HighPeak, Talos . REPX positioning at time of 2024 target setting: 58th percentile enterprise value; 44th percentile market cap; 36th percentile total assets .
Equity Award and Vesting Schedule Detail
| Award | Shares | Grant Date | Vesting |
|---|---|---|---|
| Time-based RS (2024) | 27,480 | Apr 11, 2024 | Equal installments over three years beginning Apr 11, 2025; then 2026, 2027 . |
| Time-based RS outstanding (12/31/2024) | 85,315 | Various | Ratable; market value $2,723,255 at $31.92 per share . |
| Time-based RS (2025) | 78,584 | Mar 24, 2025 | Ratable over three years on April 1, 2026/2027/2028 . |
| Performance-based RS (2025) | 33,679 | Mar 24, 2025 | Cliff on Apr 1, 2028; payout 0%–200% based on 3-year Relative TSR vs peer group . |
Upcoming vesting dates may create trading windows and potential selling pressure: 2024 grant tranches vest Apr 11, 2025/2026/2027 ; 2025 grants vest Apr 1, 2026/2027/2028 and Apr 1, 2028 for performance-based tranche .
Related Party & Risk Indicators
- Shares pledged: 226,060 pledged by Bobby Riley; company permits pledging of fully vested shares but prohibits pledging restricted stock; management confirms compliance—potential margin call risk in volatility environments .
- Combined Chair/CEO: Concentrates authority; mitigated by independent committees and executive sessions led by independent director .
- Familial relationship: Bobby Riley (CEO) and Corey Riley (CIO/CCO) are father and son; disclosed; no legal proceedings reported, but presents potential perceived independence considerations .
- Clawback: Rule 10D-1 compliant clawback adopted Dec 1, 2023 .
- Anti-hedging: Prohibits hedging by insiders .
- Related party legal services: Director Beth di Santo serves as General Counsel via her firm; $1.4M fees in 2024; 2025 renewal includes $60,000/month and $450,000 RS grant (one-year vest) .
Employment Contracts: Economics Summary
| Trigger | Cash (Base + Bonus) | Equity | COBRA | Total (as of 12/31/2024) |
|---|---|---|---|---|
| Termination without Cause / Resignation for Good Reason | 200% base + 200% prior-year bonus | Vesting acceleration per award terms | 6 months COBRA | $5,391,985 |
| Change in Control without Termination | — | 100% vesting of time-based RS | — | $2,723,255 |
| CIC with Qualifying Termination (Double Trigger) | 200% base + 200% prior-year bonus | Full vesting | 6 months COBRA | $5,391,985 |
| Death or Disability | — | Vesting acceleration per award terms | — | $2,723,255 |
Tax policy: Best-of-net approach for 280G/4999; no gross-ups .
Governance: Director Service and Compensation
- Bobby Riley is an employee director and does not receive non-employee director cash retainers or board equity grants; non-employee directors receive $120,000 cash and restricted stock with one-year vesting; CEO was not included in the non-employee director compensation table .
- Board meeting attendance met minimum thresholds; Audit Committee recommended inclusion of 2024 audited financials in 10-K .
Investment Implications
- Alignment improving: 2025 compensation program introduces a scorecard-based STIP with quantified metrics and adds performance-based restricted stock tied to 3-year Relative TSR (30% of LTI), strengthening pay-for-performance and external benchmarking .
- Payout discipline vs 2024 discretion: 2024 CEO cash awards included a sizable discretionary one-time payment ($675k) and above-target bonus ($1.08M), which may signal Board support but tempers pure formulaic alignment; watch 2025 scorecard execution and disclosure .
- Vesting calendar and pledging: Material unvested RS and explicit share pledging (226,060 shares) create potential selling/forced-sale dynamics around vest dates or market stress; monitor Form 4 activity and margin conditions .
- Retention and change-of-control: Robust double-trigger CIC benefits and accelerated vesting mitigate retention risk during strategic transactions; absence of tax gross-ups is shareholder-friendly; base severance for CEO at 200% base/bonus even absent CIC indicates meaningful protection .
- Governance structure: Combined Chair/CEO increases key-person exposure; mitigated by fully independent committees and ownership guidelines (CEO 5x salary requirement, 5-year timeline) that include unvested equity—monitor adherence and Board’s periodic review of leadership structure .
- Performance trajectory: Strong 2024 operational and cash flow outcomes alongside improved TSR support positive incentive outcomes; sustained delivery against 2025 TSR peers will be critical for PSU vesting and long-term value creation .