Brad Juneau
About John “Brad” Juneau
Independent director at Talos Energy since 2018; age 65. Petroleum engineer by training (B.S., Louisiana State University) with deep E&P and reservoir engineering experience; founder of Juneau Oil & Gas, LLC and former SVP Exploration at Zilkha Energy. Currently serves on Talos’s Safety, Sustainability & Corporate Responsibility (SSCR) Committee; previously co-chaired the Technical Committee until its dissolution in December 2024. The Board has determined he is independent under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Talos Energy | Independent Director | 2018–present | SSCR member; Co-Chair, Technical Committee (May 2023–Dec 2024; dissolved with oversight duties completed) |
| Juneau Oil & Gas, LLC | Founder, Sole Manager & General Partner | 1998–present | E&P operations; reservoir engineering/exploration leadership |
| Zilkha Energy Company | SVP Exploration | 1987–1998 | Technical leadership in exploration |
| Texas International Company | Staff Petroleum Engineer | Prior to 1987 | Reservoir engineering, acquisitions/evaluations |
| Enserch Corporation | Production Engineer | Prior to 1987 | Production engineering |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Contango ORE, Inc. (NYSE: CTGO) | Co-founder; Chairman of the Board | 2012–present (Chair since 2013) | Public company board leadership; prior CEO (Aug 2012–Jan 2020) |
| Stone Energy Corporation (NYSE: SGY) | Director (prior public board) | Mar 2017–May 2018 | Board service during pre-merger period |
Board Governance
- Independence: The Board determined Juneau is independent; all standing committees are composed entirely of independent directors .
- Committee assignments (current): SSCR Committee member; anticipated Compensation Committee member post-Annual Meeting (2025 Compensation Committee to include Sledge (Chair), Glover, Juneau, Sherrill) .
- Historical committee leadership: Co-Chair of the Technical Committee from May 2023 through Dec 31, 2024; committee dissolved with portfolio/reserves oversight returning to Board/Audit Committee .
- Attendance: The Board held 15 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings; non-management directors held seven executive sessions (chaired by the independent Chairman) .
- Governance practices: Anti-hedging and anti-pledging policies; stock ownership policy for directors (5x annual cash retainer) with directors either compliant or within grace periods .
Fixed Compensation
| Item | Amount | Notes |
|---|---|---|
| Annual Director Cash Retainer | $80,000 | Standard program for non-executive directors; paid quarterly |
| Committee Cash Retainers (standard) | SSCR Chair $15,000; SSCR Member $7,500; Compensation Chair $15,000; Compensation Member $7,500; N&G Chair $10,000; N&G Member $5,000; Audit Chair $25,000; Audit Member $12,500 | Paid quarterly; Technical Committee had special retainer structure (see below) |
| Meeting Fees Policy | $1,500 per additional meeting >10 per year (Board/committees; excludes committees with monthly retainers) | Paid for excess in-person or telephonic meetings |
| Technical Committee Retainers (2024) | $5,000 (Q1); $20,000/month (Apr–Sep); $10,000/month (Oct–Dec) | Reflects elevated time/technical oversight; Juneau as Co-Chair received these |
| Juneau – Fees Earned in Cash (2024) | $258,750 | Includes base retainer, Technical Committee monthly retainers, and meeting fees (e.g., $7,500 for five additional Board meetings) |
| Juneau – Stock Awards (2024) | $165,413 | RSUs (grant date fair value; see Performance Compensation) |
| Juneau – Total (2024) | $424,163 | Sum of cash + stock award grant date fair value |
Performance Compensation
| Component | Grant Date | Shares/Units | Fair Value | Vesting/Settlement | Change-in-Control | Notes |
|---|---|---|---|---|---|---|
| Annual Director RSUs (Juneau) | Mar 5, 2024 | 12,510 RSUs | $165,413 | Vest on first anniversary (Mar 5, 2025); directors may elect deferral; default settlement 60% stock/40% cash unless 100% stock elected | RSU vesting accelerates in full upon death or change in control | Unvested RSUs at 12/31/2024 became fully vested 3/5/2025 |
Notes: Talos does not grant stock options to directors; no director-specific performance metrics are tied to annual RSUs (time-based vesting) .
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock Risk |
|---|---|---|
| Contango ORE (CTGO) | Chairman; prior CEO | No Talos-disclosed related party transactions involving Juneau; no disclosed supplier/customer interlocks via Juneau |
| Stone Energy (SGY) | Prior Director | Historical; no current interlock |
Expertise & Qualifications
- Petroleum engineering and E&P technical depth; reservoir engineering, exploration, production operations experience support SSCR and prior Technical Committee work .
- Education: B.S. Petroleum Engineering, Louisiana State University .
- Board skill matrix indicates technical/engineering/reserves and energy sector expertise valued by Talos (individual biographies emphasize technical contributions) .
Equity Ownership
| Metric (as of Apr 8, 2025 unless noted) | Value |
|---|---|
| Beneficially Owned Shares | 72,584 (<1% of outstanding) |
| Shares Outstanding | 178,455,146 |
| Unvested Director RSUs at 12/31/2024 | 12,510 (vested 3/5/2025) |
| Ownership Guidelines | Non-Employee Directors: 5x annual cash retainer; directors either compliant or within grace periods as of last measurement date |
| Anti-Hedging / Anti-Pledging | Policies in place; no pledge disclosures for Juneau |
Governance Assessment
- Board effectiveness: Juneau contributes technical oversight aligned with Talos’s offshore deepwater focus; SSCR membership reinforces board-level oversight of safety, environmental, and social risks .
- Independence and attendance: Independent under NYSE/SEC rules; met the Board’s minimum attendance threshold (≥75%); Board held 15 meetings and seven executive sessions in 2024, supporting robust oversight amid leadership transitions and control matters .
- Compensation alignment: Director pay structure stable (no increases to retainers since 2018; equity value unchanged since 2020), which is shareholder-friendly; 2024 cash total elevated by Technical Committee monthly retainers reflecting exceptional oversight demands—appropriate for the period but important to monitor as committee dissolved .
- Conflicts/related-party exposure: Company disclosed significant transactions and a cooperation agreement with the Slim Family Office (24.4% holder), but no related party transactions involving Juneau; Audit Committee oversees related party reviews; anti-hedging/pledging policies reduce alignment risk .
- Signals for investors: Anticipated addition to the Compensation Committee increases Juneau’s influence on pay-for-performance and governance policies; maintaining independence and adherence to ownership guidelines supports alignment. Continued vigilance advisable given large shareholder influence and prior internal control remediation overseen by Audit (not Juneau-specific) .
RED FLAGS
- None disclosed specific to Juneau: no related-party transactions, pledging, hedging, or director-specific legal proceedings reported .
- Macro governance consideration: Concentration of voting power by Slim Family Office may influence outcomes; not a Juneau-specific red flag but relevant to overall governance risk profile .