Benjamin J. Branstetter
About Benjamin J. Branstetter
Benjamin J. Branstetter (age 40) was appointed President – Logistics and Transportation effective March 1, 2026; he currently serves as Senior Vice President – Downstream Commercial and has held roles across optimization and corporate development at Targa since April 2017, following investment banking experience at Lazard, Inc. . Targa’s pay-for-performance framework ties annual incentives to Adjusted EBITDA, CFFO per share, ROIC and execution metrics; in 2024, the plan paid 2.00x of target on record performance (Adjusted EBITDA: $4,142mm; CFFO/share: $15.49; 3-year ROIC: 22%) . Long-term PSUs are based on relative TSR to the Alerian US Midstream Index; the 2022–2024 PSU cycle paid at the 250% maximum on top-decile TSR (239%) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Targa Resources (subsidiaries) | Senior Vice President – Downstream Commercial | Mar 2024–Mar 2026 | Scope includes commercial agreements supporting NGL transportation and fractionation; in 2024, Targa executed third‑party NGL transportation/fractionation agreements to support volume growth and capital efficiency (company performance) . |
| Targa Resources (subsidiaries) | Vice President – NGL Supply & Business Development | Jul 2022–Mar 2024 | Company transformed G&P contracts to ~90% fee‑based or with fee floors exiting 2023; strengthened cash flow stability (company performance) . |
| Targa Resources (subsidiaries) | Vice President – Optimization | Sep 2020–Jul 2022 | Company progressed major growth capital projects and integration of acquisitions (company performance context) . |
| Targa Resources (subsidiaries) | Director, Corporate Development | Apr 2017–Sep 2020 | Corporate development responsibilities (role history) . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Lazard, Inc. | Investment Banking Group | Prior to Apr 2017 | Capital markets and advisory background (biography) . |
Fixed Compensation
- Targa does not use individual employment contracts for executive officers .
- Executive compensation mixes fixed base salary with annual cash incentives and multi‑year equity; governance highlights include no excise tax gross‑ups, no single‑trigger CIC vesting, and no hedging/pledging .
Performance Compensation
| Metric | Weighting | Threshold | Target | Maximum | Actual (2024) | Payout Factor |
|---|---|---|---|---|---|---|
| Adjusted EBITDA | 60% | $3,292mm | $3,658mm | $4,207mm | $4,142mm | 2.36x |
| CFFO per share | 60% (within financial) | $12.00 | $13.33 | $15.33 | $15.49 | 2.50x |
| 3‑Year ROIC | 60% (within financial) | 10% | 12% | 20% | 22% | 2.50x |
| Project/commercial/cost execution | 30% | Qualitative threshold | On‑time/on‑budget | Exceed with commercial wins | Achieved (major projects, contracts) | 2.00x |
| Sustainability (talent, E&G) | 10% | Continue progress | Advance disclosures/goals | N/A | Achieved (ONE Future, surveys, governance) | 1.00x |
| Safety modifier | Overlay | Can reduce payout; not increase | — | — | No adjustment applied | — |
| Total approved payout | — | — | — | Cap 2.00x | 2.00x | 2.00x |
Long‑term incentives:
- 50% PSUs: three‑year cliff vest, payout 0–250% based on relative TSR vs Alerian US Midstream Index (target at 55th percentile) .
- 50% RSUs: service‑based three‑year cliff vest .
- 2022–2024 PSU cycle: 239% TSR; 250% payout (top decile) .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 5x salary; other executives 3x salary; 5‑year compliance window; unvested RSUs count toward compliance .
- Anti‑hedging/anti‑pledging: officers and directors prohibited from hedging and pledging company securities; also no margin or derivative transactions .
- Option awards: the company currently does not grant stock options; none outstanding .
Typical vesting cadence and potential selling pressure:
- RSUs/PSUs are granted annually in January and generally vest on the three‑year anniversary (e.g., awards granted Jan 18, 2024 vest Jan 18, 2027), creating periodic Q1 vesting events that can increase insider share delivery and potential sales to cover taxes .
Employment Terms
| Provision | Terms |
|---|---|
| Change‑in‑Control Severance (program; executives) | Double‑trigger required; lump sum equal to 3x salary plus salary×most recent target bonus%; up to 3 years of continued medical/dental benefits; 280G cut‑back/pay‑in‑full “better net” approach . |
| Equity treatment on CIC/termination | Upon CIC + termination without cause/for good reason within 24 months: RSUs fully vest; PSUs vest at the greater of 100% or actual guideline percentage; upon death/disability, RSUs/PSUs fully vest; retirement allows continued vesting if consulting or non‑compete conditions are met . |
| Clawback | Executive incentive compensation recovery policy effective Oct 2023; recovers erroneously awarded cash/equity after a required financial restatement; applies to Section 16 officers . |
| Indemnification | Company will enter its standard director/officer indemnification agreement with Branstetter; fullest Delaware law indemnity and expense advancement (reference form filed Nov 8, 2010) . |
| No employment contracts | Company policy: no individual employment contracts . |
TRGP Performance Context (last 3 fiscal years)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | 20,929,800,000* | 16,060,300,000* | 16,381,500,000* |
| EBITDA ($USD) | 2,829,800,000* | 3,961,700,000* | 4,129,000,000* |
Values retrieved from S&P Global.*
Track Record, Value Creation, and Execution Risk
- Company performance in 2024 featured record Adjusted EBITDA, record volumes across Permian G&P, NGL transportation, fractionation and LPG exports, successful on‑time/on‑budget delivery of major projects (Daytona NGL Pipeline, Trains 9 & 10, Greenwood II, Roadrunner II), and >90% fee‑based margin – reducing commodity downside exposure .
- Say‑on‑pay support was 95% in 2024, indicating strong shareholder endorsement of pay design and outcomes .
Compensation Peer Group (benchmarking context)
- Peer group spans midstream and E&P (e.g., Enterprise Products, Kinder Morgan, Williams, ONEOK, Energy Transfer, Devon, APA, Diamondback, Marathon, Ovintiv, Plains, Equitrans, NuStar, EnLink) .
- Committee aims for competitiveness approximately within the median range factoring performance/experience; not formally benchmarked to a specific percentile .
Equity Ownership & Pledging Status
- Company policy prohibits pledging; beneficial ownership for Branstetter is not disclosed in the latest proxy (he is not a named executive officer in 2024 filings), and no Item 404 related‑party relationships are disclosed for him .
Employment & Contracts
- Appointment details: effective March 1, 2026 for President – Logistics and Transportation; continuing as SVP – Downstream Commercial until then .
- No compensation modifications disclosed upon appointment; future proxy/filings should detail his executive compensation as it becomes reportable .
Investment Implications
- Alignment: Robust at‑risk mix (annual incentives + three‑year PSUs/RSUs), rigorous financial/operational metrics, and a proven TSR framework that has paid at the maximum over recent cycles support strong pay‑for‑performance alignment .
- Retention/pressure: Three‑year cliff vesting promotes retention; Q1 vesting cycles can create episodic selling pressure for tax withholding – monitor January vest dates and any 10b5‑1 plans when Branstetter becomes a reporting officer .
- Risk controls: No employment contracts, double‑trigger CIC, anti‑pledging/hedging, and a Dodd‑Frank‑aligned clawback reduce governance/compensation risk .
- Execution: His progression through downstream commercial roles aligns with company initiatives to secure third‑party NGL agreements and fee‑based margins; continued project/commercial execution remains the key lever for incentive outcomes and shareholder returns .
- Watchlist catalysts: Finalized compensation terms on or shortly after appointment, future Form 4 filings, and upcoming proxy disclosure will clarify his target bonus, equity grant sizes, and ownership posture .