W. Howard Keenan, Jr.
About W. Howard Keenan, Jr.
W. Howard Keenan, Jr. (age 74) is an independent Class II director at Solaris Energy Infrastructure, Inc. (SEI), serving on the board since May 2017; he previously served as a manager of SEI’s predecessor from November 2014 to May 2017 . He has over 45 years in energy finance, is a Member of Yorktown Partners LLC since 1997 (founding the first Yorktown fund in 1991 while at Dillon, Read), and holds a BA cum laude from Harvard College and an MBA from Harvard University . The Board has affirmatively determined his independence under NYSE standards, notwithstanding his manager role at Yorktown X Associates LLC, which is associated with a significant SEI stockholder; he disclaims beneficial ownership and the Board concluded the relationship is not inconsistent with independence .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Yorktown Partners LLC | Member | 1997–present | Energy-focused private investment manager; extensive portfolio company oversight |
| Dillon, Read & Co. Inc. | Corporate Finance Department; active in private equity and energy; founded first Yorktown fund | 1975–1997 (founded Yorktown fund in 1991) | Private equity and energy deal execution; fund founding |
| Solaris predecessor | Manager | Nov 2014–May 2017 | Governance continuity prior to SEI IPO |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Antero Resources Corporation (NYSE: AR) | Director | Not disclosed (current) | Not disclosed |
| Antero Midstream Corporation (NYSE: AM) | Director | Not disclosed (current) | Not disclosed |
| Aris Water Solutions, Inc. (NYSE: ARIS) | Director | Not disclosed (current) | Not disclosed |
Board Governance
- Independence: Board determined Keenan is independent under NYSE standards (after evaluating Yorktown relationships) .
- Board class/tenure: Class II; on SEI board since 2017; standing for election at the 2025 Annual Meeting .
- Committees: Not currently listed on Audit, Compensation, or Nominating & Governance committees (current compositions exclude Keenan) .
- Attendance: Board met 11 times in 2024; each director attended at least 75% of board/committee meetings; all directors attended the 2024 Annual Meeting .
- Lead Independent Director: F. Gardner Parker serves as Lead Independent Director for executive sessions (named in March 2019; continues in role) .
Fixed Compensation
| Director | Year | Cash Retainer ($) |
|---|---|---|
| W. Howard Keenan, Jr. | 2024 | $65,000 |
- Program structure: Annual cash retainer $65,000 for non-employee directors; $90,000 for Audit Chair; $75,000 for Compensation Chair and N&G Chair; +$20,000 for Lead Independent Director; paid quarterly .
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Grant Date Fair Value ($) | Vesting Status |
|---|---|---|---|---|
| Restricted Stock (Director equity program) | August 2024 | Not disclosed | $146,087 | 11,945 unvested shares held at 12/31/2024 |
- Director equity program: Annual equity award targeted at $140,000 for all non-employee directors; additional annual equity awards of $10,000 for Audit Committee members (non-chair) and $5,000 for Compensation/N&G Committee members (non-chairs) .
Other Directorships & Interlocks
| Interlock | Details |
|---|---|
| ARIS multi-director network | Keenan is a director at Aris Water Solutions (ARIS) ; SEI Chairman/CEO William A. Zartler is Executive Chairman of ARIS ; SEI director M. Max Yzaguirre is also on ARIS’s board and chairs its Compensation Committee and sits on its Audit Committee . |
- Implication: Multiple SEI directors serving on ARIS’s board create information-flow interlocks; while no SEI-ARIS transactions are disclosed, investors should monitor for potential related-party exposure if any business dealings arise .
Expertise & Qualifications
- Energy investment and governance: 45+ years in energy finance and private equity; Yorktown fund founding and portfolio oversight .
- Education: BA cum laude, Harvard College; MBA, Harvard University .
- Board skills: Broad knowledge of energy industry; significant experience with energy companies (Board’s rationale for nomination) .
Equity Ownership
| Holder | Class A Shares | % of Class A | Class B Shares | % of Class B | Combined Voting Power (votes) | % of Combined Voting |
|---|---|---|---|---|---|---|
| W. Howard Keenan, Jr. (direct + reportable) | 83,532 (includes 11,945 unvested RSAs) | <1% | 7,079,234 (held by Yorktown Energy Partners X, L.P.; Keenan is a manager of Yorktown X Associates LLC; disclaims beneficial ownership beyond pecuniary interest) | 24.3% | 7,162,766 | 15.7% |
| Pledging status | — | — | — | — | No pledging by directors; hedging/pledging prohibited by policy (waivers require Audit Committee approval) | — |
- Note: Class B carries voting but no economic rights; corresponds to Solaris LLC Units; upon redemption, Class B is cancelled and Class A may be issued or cash paid at company option .
Governance Assessment
- Alignment: Significant voting stake associated with Yorktown X’s Class B shares aligns influence with long-term capital; Keenan disclaims beneficial ownership beyond pecuniary interest, and Board confirmed independence after evaluating the relationship .
- Attendance/engagement: Meets SEI’s attendance expectations (≥75%); attends annual meeting, supporting board effectiveness .
- Compensation: Director pay mix is predominantly equity, aligning with shareholders; Keenan’s 2024 pay of $211,087 comprised $65,000 cash and $146,087 equity; no meeting fees; equity grants support ownership mentality .
- Policies: Robust anti-hedging/pledging policy; clawback policy compliant with SEC/NYSE; positive 2024 say-on-pay (96%) indicates shareholder support for compensation governance .
- Potential conflicts and red flags:
- Yorktown affiliation: Yorktown Energy Partners X, L.P. is a significant SEI stockholder; Keenan’s managerial role at Yorktown X Associates LLC is a potential perceived conflict; however, he disclaims beneficial ownership and the Board assessed and maintained independence (monitor voting influence and any future transactions) .
- Interlocks: Multi-director overlap with ARIS (Keenan, Zartler, Yzaguirre) creates an interlock network; no related-party transactions disclosed with ARIS, but monitor for future dealings (risk indicator) .
- Related parties: No new related-party transactions in 2024 outside long-standing IPO arrangements and administrative services with entities affiliated with the CEO; none identified specific to Keenan .
Overall signal: Independence affirmed despite a large affiliated holder; strong governance processes (attendance, policies, no pledging), and equity-heavy director pay support alignment. Key monitoring areas are Yorktown’s influence in votes and any future ARIS-related interactions given board interlocks .