Margaret Dorman
RANGE RESOURCESAbout Margaret K. Dorman
Independent director since 2019 (age 61), former EVP, Chief Financial Officer and Treasurer of Smith International, Inc. (retired 2009) with 30+ years in energy services; earlier roles at Landmark Graphics (pre-Halliburton acquisition) and Ernst & Young. She holds a B.A. in Economics–Business from Hendrix College and is a certified public accountant (CPA). She is currently independent, serves as Compensation Committee Chair, and is a member of the Audit and ESG & Safety Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Smith International, Inc. (now part of Schlumberger) | EVP, Chief Financial Officer & Treasurer | “more than a decade” in role; retired 2009 | Senior finance leadership spanning capital markets, reporting, and M&A |
| Landmark Graphics (pre-Halliburton) | Management positions | Not disclosed | Technology and operations exposure in energy software/services |
| Ernst & Young LLP | Management positions | Not disclosed | Public accounting and audit experience; CPA credential |
External Roles
| Organization | Public/Private | Role | Dates | Notes |
|---|---|---|---|---|
| Equitrans Midstream Corporation | Public | Director | Within past five years (former) | No current public company directorships |
Board Governance
- Independence: Board determined Dorman is independent under NYSE and company guidelines .
- Committee assignments: Compensation (Chair), Audit (Member), ESG & Safety (Member) .
- Attendance: The Board met four times in 2024; each director attended 98% of Board and relevant committee meetings; all (except Mr. Kendall, not yet a director then) attended the 2024 annual meeting .
- Board leadership and structure: Independent Chairman; all standing committees are fully independent .
- Stockholder engagement: Board and management conduct regular outreach; compensation program received 98% say-on-pay support in 2024 and >97% over the past three years .
Fixed Compensation
- Director fee schedule (2024–2025 term):
- Annual Board cash retainer: $80,000
- Additional retainer for Compensation Committee Chair: $15,000
- No meeting fees
- 2024 actual (as reported for 2024 service year):
- Cash fees earned: $95,000 (base + chair retainer)
| Component | Amount |
|---|---|
| Annual Board Cash Retainer | $80,000 |
| Compensation Chair Retainer | $15,000 |
| Total Cash Earned (2024) | $95,000 |
| Meeting Fees | None |
Notes: Director compensation is set by the Compensation Committee with input from an independent consultant and peer review; equity is part of the overall mix; employee-directors receive no director pay .
Performance Compensation
- Annual equity grant: $200,000 grant-date value in restricted stock (time-based), vesting in one year; Chairman receives an additional $75,000 restricted stock grant .
- 2024 grant specifics (applies to all non-employee directors):
- Shares: 5,410 restricted shares granted May 8, 2024; vest fully one year from grant (subject to proration or earlier vesting upon departure) .
- No options; no performance-conditioned equity for directors .
| Grant Date | Instrument | Shares/Units | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| May 8, 2024 | Restricted Stock (RS) | 5,410 | $200,000 | Fully vests one year from grant (subject to proration/accelerated vesting on departure) |
Additional terms:
- Change-in-control: Any unvested director RS becomes vested upon a Change in Control .
- Deferred compensation: Directors may defer cash fees and stock awards into the Deferred Compensation Plan .
Other Directorships & Interlocks
| Company | Sector | Role | Overlap/Interlock Risk |
|---|---|---|---|
| Equitrans Midstream Corporation (former, within past five years) | Midstream | Director | Former, not current; proxy discloses no related-party transactions involving Dorman |
Compensation Committee Interlocks: The proxy reports no interlocking relationships for Compensation Committee members (including Dorman) in 2024 .
Expertise & Qualifications
- Financial reporting and audit (CPA; CFO tenure; Audit Committee member) .
- Banking/finance and M&A (capital markets experience as CFO) .
- Industry experience (oilfield services/equipment; energy sector) .
- Technology/IT exposure (Landmark Graphics; skills matrix marks technology) .
- Risk management; EHS/ESG oversight (skills matrix includes risk, EHS&S; member of ESG & Safety Committee) .
Equity Ownership
| Holder | Beneficial Shares (Total) | Unvested Director RS Included | % of Class | Notes |
|---|---|---|---|---|
| Margaret K. Dorman | 126,358 | 5,410 (vest May 8, 2025) | <1% | As of March 17, 2025 |
| Ownership guidelines | 5x annual cash retainer | Status: In compliance | — | All current directors except Messrs. Griffie and Kendall meet guidelines |
| Hedging/pledging | Prohibited; no pledges | — | — | Policy bans short sales, derivatives, and new pledges; no director/NEO pledges outstanding |
Governance Assessment
Key findings and investor implications:
- Committee leadership and breadth: Dorman chairs the Compensation Committee and serves on Audit and ESG & Safety—high-influence roles across pay, financial oversight, and sustainability risk, strengthening board effectiveness and cross-committee information flow .
- Independence and attendance: Independent status with strong attendance (board-wide 98% in 2024) support engagement and governance quality; she attended the 2024 annual meeting .
- Pay structure and alignment: Director pay is modestly cash-heavy with a meaningful annual equity grant that vests in one year; no meeting fees, no options, and no director CIC cash benefits (only RS vesting), which limits misalignment and avoids leveraged incentives .
- Shareholder-friendly policies: Robust clawback, anti-hedging/pledging, proxy access, independent chair, and regular executive sessions; as Compensation Chair, Dorman oversaw programs receiving 98% say-on-pay support in 2024 .
- Conflicts/related parties: Proxy discloses process and oversight for related-person transactions; no Dorman-related transactions disclosed; Compensation Committee interlocks none—reducing conflict risk .
RED FLAGS
- None disclosed specific to Dorman: no pledging, no related-party dealings, no attendance concerns, no interlocks, and independent status affirmed .
Overall: Dorman brings deep CFO-level financial expertise, sector experience, and technology familiarity to key committees (Comp, Audit, ESG & Safety). Her compensation and ownership posture are aligned with investors, with no evident conflicts or governance red flags based on the latest proxy .