Jeffrey Gutman
About Jeffrey Gutman
Jeffrey Gutman, 59, is Chief Accounting Officer at Riley Exploration Permian (REPX), appointed effective June 1, 2024. He previously served as EVP & CFO of Riley Exploration–Permian, LLC (REP) from 2018–2020 and holds a BBA in Accounting from Oklahoma State University . During his tenure at REPX, the company delivered strong 2024 operating outcomes: revenues of $410 million (up from $375 million in 2023), Adjusted EBITDAX of $284 million (up from $246 million in 2023), and Total Free Cash Flow of $117 million; TSR since end-2021 rose to $190.68 per $100 initial investment by year-end 2024 .
Company performance snapshot (context for compensation alignment)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($USD Thousands) | $375,047 | $410,181 |
| Adjusted EBITDAX ($USD Thousands) | $246,447 | $284,225 |
| Total Free Cash Flow ($USD Thousands) | $70,195 | $117,069 |
| TSR value of $100 initial investment (since 12/31/2021) | $153.98 | $190.68 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Riley Exploration–Permian, LLC (REP) | EVP & CFO | 2018–2020 | Senior financial leadership at REP (now a subsidiary) |
| NXT Advisory & CFO Services | Managing Consultant; Interim CFO (H2O Midstream Partners) | 2017–2018 | Interim CFO function for midstream partner |
| Sabinal Energy, LLC | Co‑founder; CFO; Director | 2016–2017 | Founding finance leadership; board role |
| Jefferson Energy Companies | CFO | 2015–2016 | Corporate finance leadership |
External Roles
| Organization | Role | Years |
|---|---|---|
| Sabinal Energy, LLC | Director | 2016–2017 |
Fixed Compensation
| Component | Terms |
|---|---|
| Base Salary | $360,000 annualized |
| Target Annual Bonus | 50% of base salary |
| Target Annual Equity Award | 100% of base salary grant date fair value; 3‑year graded vesting |
| One‑time Signing Equity Award | 12,328 restricted shares; $360,000 based on 5/31/2024 close |
| Pre‑appointment Consulting | $30,000 per month prior to 6/1/2024 effective date |
Performance Compensation
| Program Element | Metric | Weighting | Target/Structure | Payout Mechanics | Vesting |
|---|---|---|---|---|---|
| Annual Bonus (Agreement) | Company and individual performance objectives (Board discretion) | N/A | Target 50% of salary | Discretionary; paid post year‑end if employed (with limited exceptions) | N/A |
| Annual Equity (Agreement) | LTIP equity awards | N/A | Target 100% of salary | Subject to Board approval; RS or Options per plan | 3‑yr graded vesting |
| 2025 Company Scorecard (NEO framework) | Upstream FCF | 17.5% | Quantitative scorecard | Objective weighting adopted in Mar‑2025 | N/A |
| 2025 Company Scorecard (NEO framework) | Oil Production | 17.5% | Quantitative scorecard | Objective weighting adopted in Mar‑2025 | N/A |
| 2025 Company Scorecard (NEO framework) | LOE + G&A (non‑stock) | 17.5% | Quantitative scorecard | Objective weighting adopted in Mar‑2025 | N/A |
| 2025 Company Scorecard (NEO framework) | HSE (TRIR, Spill Intensity, Flare Intensity) | 17.5% | Quantitative scorecard | Objective weighting adopted in Mar‑2025 | N/A |
| 2025 Company Scorecard (NEO framework) | Strategic Objectives | 30.0% | Qualitative strategic goals | Adopted 2025 | N/A |
| 2025 LTIP (NEO framework) | Performance‑based restricted stock (3‑yr RTSR vs peers) | 30% of LTIP | 0–200% payout vs TSR peer group | Introduced 2025 | Over performance period |
Note: The 2025 scorecard and performance-based equity are disclosed for NEOs; Gutman’s bonus and equity are governed by his employment agreement and LTIP (discretionary objectives with 50% bonus target and time‑based equity with 3‑year vesting) .
Equity Ownership & Alignment
- Initial restricted stock grant of 12,328 shares; time‑based awards vest ratably over three years beginning on the first anniversary of grant (as of April 9, 2025, these signing shares were scheduled to begin vesting near their one‑year anniversary) .
- Stock Ownership Guidelines (adopted April 2025): Other executive officers must hold stock equal to 3x base salary; 5 years to comply; must retain at least 50% of net shares until compliant .
- Clawback: Rule 10D‑1 compliant policy adopted Dec 1, 2023 – recovery of incentive pay upon accounting restatement .
- Hedging prohibited for executives; pledging permitted only for fully vested shares under LTIP; restricted shares cannot be pledged; company confirms compliance by those who have pledged .
Employment Terms
| Term | Detail |
|---|---|
| Effective Date | June 1, 2024; CAO appointment approved April 26, 2024 |
| Agreement Term | 2‑year initial term; automatic one‑year renewals unless 90‑day non‑renewal notice; non‑renewal by company deemed “termination without Cause” |
| Reporting Line | Reports to CFO |
| Restrictive Covenants | Confidentiality; non‑solicitation for 12 months post‑termination; permitted passive investments ≤2% of outstanding shares; 10D‑1 clawback compliance |
| Severance (no CIC) | If terminated without Cause or resigns for Good Reason: cash equal to 1× base salary + 1× prior year annual bonus (2024 uses target until determined) + 6 months COBRA reimbursement; annual bonus eligibility for year of termination in limited cases |
| Change‑in‑Control (double trigger) | If terminated without Cause or resigns for Good Reason within 6 months of CIC: 2× base salary + 2× prior year annual bonus + 6 months COBRA reimbursement; 280G “best‑net” approach (reduce or pay full, whichever yields better after‑tax result) |
| Equity Treatment on Termination | Governed by LTIP and award agreements; time‑based RS generally vest ratably; change‑in‑control provisions in award agreements can accelerate vesting per plan terms |
Compensation Committee, Peer Group, and Say‑on‑Pay
- Independent compensation consultant (Meridian) engaged in 2024; attended all meetings; no conflicts identified .
- Compensation peer group used for benchmarking; 2024 changes reflected consolidation (added Granite Ridge Resources, Gulfport Energy, HighPeak Energy, Talos Energy; removed Battalion, Earthstone, Northern Oil & Gas, Ranger Oil) .
- 2024 Say‑on‑Pay votes (May 10, 2024): For 13,852,274; Against 587,337; Abstain 190,142 .
- Company highlights use of pay‑for‑performance, multiple metrics, clawback, ownership guidelines; hedging prohibited .
Risk Indicators & Red Flags
- Pledging policy permits pledging of fully vested shares; restricted shares cannot be pledged; while the company confirms compliance for those who pledged, individual pledged amounts for Gutman are not disclosed in the proxy’s summary table .
- Robust insider trading procedures and blackout/pre‑clearance compliance highlighted in separation agreements and policy disclosures .
- Clawback policy in place (Rule 10D‑1); no tax gross‑ups under CIC—uses best‑net 280G approach .
Investment Implications
- Pay structure emphasizes at‑risk compensation via bonus objectives and equity vesting; Gutman’s agreement ties annual bonus eligibility to performance objectives and company results, aligning cash incentives with operational outcomes .
- Vesting of time‑based restricted stock over three years and new ownership guidelines (3x salary, 50% net‑share retention until compliant) support retention and alignment; hedging prohibited and restricted shares cannot be pledged, reducing misalignment risk .
- Severance and CIC economics (1×/2× salary and bonus; double‑trigger CIC; 280G best‑net) are market‑typical and mitigate transaction‑related retention risk while avoiding tax gross‑ups; equity treatment defers to plan/award terms, which may accelerate vesting under CIC per LTIP .
- Company fundamentals in 2024—higher revenues, Adjusted EBITDAX, and FCF with improved TSR—provide a supportive backdrop for pay‑for‑performance narratives; monitoring future disclosures for Gutman’s actual bonus outcomes and any Form 4 activity can refine views on near‑term selling pressure around vesting events .