Sean Woolverton
About Sean Woolverton
Independent director of Ranger Energy Services, Inc. since 2024; age 55; serves on the Audit and Compensation Committees. Former CEO and director of SilverBow Resources (2017–Jul 2024); BS in Petroleum Engineering from Montana Tech. The Board has determined he is independent under NYSE standards, including for audit and compensation committee service .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SilverBow Resources, Inc. | Chief Executive Officer and Director | Mar 2017 – Jul 2024 | Not disclosed |
| Samson Resources | Various roles including Chief Operating Officer | 2013 – 2017 | Not disclosed |
| Chesapeake Energy Corporation | Increasing responsibility roles | 2007 – 2013 | Not disclosed |
| Encana Corporation | Engineering/management roles | Not disclosed | Not disclosed |
| Burlington Resources | Engineering/management roles | Not disclosed | Not disclosed |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| — | None disclosed | — | — |
| Notes: RNGR lists no current public company board roles for Woolverton . |
Board Governance
- Independence and committee assignments: Independent director; member of Audit and Compensation Committees . Audit Committee members are financially literate; audit committee financial experts designated as Carla Mashinski and Krishna Shivram (not Woolverton) .
- Board/committee activity and attendance: In 2024, Board met 7 times; independent directors held 3 executive sessions; directors attended 98% of Board and committee meetings overall. Audit Committee held 4 meetings; Compensation Committee held 3 meetings .
- Stock ownership guidelines: Adopted Oct 2024; Directors must hold stock equal to 5x annual cash retainer (achievement within 5 years of adoption or appointment) .
- Insider trading and hedging policy: Hedging/monetization transactions in company securities are prohibited for directors and employees .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard director base |
| Committee member fees | $10,000 | $5,000 per committee; Woolverton serves on Audit and Compensation |
| Chair fees | — | Not a chair; Audit Chair $15,000; other committee chairs $10,000 (structure) |
| Chairman of the Board fee | — | Not applicable (Chair is Michael Kearney; $30,000 structure) |
2024 total cash paid to Woolverton: $85,000 (retainer + committee member fees); 2024 total compensation including equity: $241,200 .
Performance Compensation
Directors receive annual equity via RSUs; for 2024, Woolverton’s equity grant was larger due to joining 1/1/2024 and a prorated award covering Jan–Jun.
| Metric | Detail |
|---|---|
| RSU grant date | Jul 25, 2024 |
| RSUs granted | 13,971 |
| Grant-date fair value per share | $11.18 (closing price prior to approval) |
| Total grant-date fair value | $156,200 |
| Settlement election | Director could elect 100% stock or 70% stock / 30% cash (RCUs) |
| RSUs/RCUs outstanding at 12/31/2024 | 9,780 RSUs; 4,191 RCUs |
No director stock options were granted; company notes it has never awarded stock options to executive officers, and director equity is RSUs/RCUs under the LTIP .
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict |
|---|---|---|
| None | — | None disclosed |
Expertise & Qualifications
- Petroleum engineering background (BS, Montana Tech) and extensive upstream operations and executive leadership experience (CEO, COO) .
- Service on RNGR Audit and Compensation Committees indicates governance engagement; financial literacy confirmed for all Audit Committee members (audit committee financial experts are Mashinski and Shivram) .
Equity Ownership
| Holder | Beneficial Ownership (as of 3/12/2025) | % of Outstanding | Notes |
|---|---|---|---|
| Sean Woolverton | 0 shares | 0.0% | RSUs/RCUs outstanding are not counted as beneficial ownership; RSUs 9,780; RCUs 4,191 at 12/31/2024 |
Stock ownership guideline compliance: Directors must reach 5x cash retainer within 5 years; current compliance status for Woolverton not disclosed .
Insider Trades
| Date | Filing | Transaction | Quantity/Price | Post-Transaction Holdings | Source |
|---|---|---|---|---|---|
| 2025-07-24 | Form 4 (filed 2025-07-28) | Disposition (Non-Open Market) | 4,191 units at $12.35 | 9,780 units reported |
Section 16(a) compliance: Company reports all reporting persons filed required reports on a timely basis during 2024 .
Governance Assessment
- Board effectiveness: Dual committee membership (Audit, Compensation) and independence under NYSE standards support oversight quality . Audit committee financial expertise resides with Mashinski and Shivram; Woolverton contributes operating expertise .
- Alignment: 2024 director equity grant ($156,200; 13,971 RSUs) and stock ownership guidelines (5x retainer) are positive alignment mechanisms, but beneficial ownership stood at 0 shares as of the 2025 record date; RSUs/RCUs outstanding suggest future alignment upon vesting/settlement .
- Compensation structure: Standard mix of cash retainer plus equity; no options; RSUs have settlement flexibility (70/30 stock/cash); committee member fees reflect active engagement across two committees .
- Conflicts/related parties: No related-party transactions disclosed involving Woolverton; recent related party disclosures involve other directors/executives (BioSqueeze, Aloha, Stallion) and were reviewed by the Audit Committee .
RED FLAGS
- Limited current beneficial ownership (0 shares at record date) may indicate near-term alignment depends on RSU vesting/settlement; monitor progress toward 5x retainer guideline within five years .
- No personal audit committee “financial expert” designation; ensure committee composition maintains sufficient financial expertise among members .
Signals to monitor
- Future Form 4 filings for RSU settlements or open-market purchases (ownership build), and any changes in committee roles .
- Annual proxy updates on director ownership vs. guideline, attendance, and committee composition .
Director Compensation Detail (2024)
| Name | Cash Fees ($) | Chairman Fee ($) | Chair Fee ($) | Committee Member Fee ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|---|---|---|
| Sean Woolverton | 75,000 | — | — | 10,000 | 156,200 | 241,200 |
RSU/RCU Outstanding (12/31/2024)
| Director | RSUs Outstanding | RCUs Outstanding | Total |
|---|---|---|---|
| Sean Woolverton | 9,780 | 4,191 | 13,971 |
Committee Assignments (2024)
| Committee | Members | Meetings Held |
|---|---|---|
| Audit | Mashinski (Chair), Shivram, Woolverton | 4 |
| Compensation | Shivram (Chair), Woolverton, Agee | 3 |
| Nominating & Governance | Kearney (Chair), Agee, Mashinski | 4 |
Ownership Guidelines
| Group | Requirement | Timeline |
|---|---|---|
| Directors | 5x annual cash retainer | Within 5 years of adoption (Oct 2024) or appointment |
Related Party Transactions (Context; none for Woolverton)
- 2024/2023 transactions disclosed with BioSqueeze (CEO Bodden board role), Aloha (Director Agee ownership), Stallion (former director involvement); all reviewed under policy and described as arm’s-length .