Laura C. Fulton
Targa ResourcesAbout Laura C. Fulton
Independent director since February 2013; age 61 as of March 28, 2025. Currently Lead Independent Director and Audit Committee Chair; designated “audit committee financial expert” under SEC rules. Professional background includes CFO roles and senior finance leadership across energy infrastructure and auditing, notably CFO of American Bureau of Shipping (ABS) since July 2021. TRGP’s Board has affirmatively determined she is independent under NYSE standards; directors in 2024 attended 98% of board and committee meetings, with the Board meeting eight times and the Audit Committee meeting four times.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Bureau of Shipping | Senior Vice President & Chief Financial Officer | Jul 2021–present | External executive role brings current, relevant finance oversight experience |
| ABS | Vice President of Finance | Jan 2020–Jul 2021 | Transition to CFO; oversight of finance function |
| Hi-Crush Proppants LLC / Hi-Crush GP LLC / Hi-Crush Inc. | Chief Financial Officer | Apr 2012–Dec 2019 (entity transitions through May 2019/Dec 2019) | Sector finance leadership; note Hi‑Crush filed Chapter 11 in Jul 2020 with plan confirmed Oct 2020 (post-tenure) |
| AEI Services, LLC | EVP Accounting; EVP & Chief Financial Officer | Mar 2008–Oct 2011 | Energy infrastructure finance leadership in emerging markets |
| Lyondell Chemical Company | General Auditor; Assistant Controller (various roles) | ~12 years (prior to AEI) | Internal audit, SOX certification processes; controls |
| Deloitte & Touche | Public Accounting (Audit & Assurance) | ~11 years | External audit rigor; assurance expertise |
External Roles
| Organization | Role | Start Date | Notes |
|---|---|---|---|
| American Bureau of Shipping | Senior Vice President & Chief Financial Officer | Jul 2021 | Private classification society; not a TRGP customer/supplier disclosed |
Board Governance
- Lead Independent Director: presides at executive sessions of independent directors; can call additional executive sessions; available for direct consultation with major stockholders; presides at non-management director meetings in Chair’s absence.
- Independence: Board determined Fulton is independent under NYSE standards.
- Committee assignments: Audit Committee (Chair); Nominating & Governance Committee (member).
- Attendance and engagement: Board met 8 times in 2024; Audit Committee met 4 times; each director attended 98% of combined board and committee meetings.
- Say-on-pay support environment: 95% support in 2024 (context for investor confidence).
| Committee | Role | 2024 Meetings | Key Oversight |
|---|---|---|---|
| Audit Committee | Chair | 4 | Auditors, accounting practices, compliance, related-party transactions, enterprise risk incl. data privacy/cyber/IT |
| Nominating & Governance | Member | 3 | Board refreshment, governance processes, succession planning |
Fixed Compensation
| Component | 2024 Amount/Detail | 2025 Change | Notes |
|---|---|---|---|
| Annual cash retainer (non-employee director) | $115,000 | Increased to $125,000 | Paid quarterly |
| Audit Committee Chair retainer | $25,000 | Unchanged (not specifically revised in disclosure) | Chair fees listed; other chair fees: Comp $20k; N&G/Risk/Sust $15k; Chair of Board $80k → $95k in 2025 |
| Total 2024 cash fees (Fulton) | $140,000 | N/A | Consistent with base + audit chair |
| Other cash/meeting fees | None disclosed | N/A | No meeting fees disclosed |
Performance Compensation
| Equity Type | Grant Date | Shares Granted | Fair Value per Share | Total Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|---|
| Restricted Shares (Director LTIs) | Jan 18, 2024 | 1,947 | $82.02 | $159,693 | 1-year | Standard annual director equity award |
| Outstanding restricted shares held at 12/31/2024 | 1,947 | N/A | N/A | N/A | Unvested at YE | Directors held outstanding 2024 grants at YE |
- No stock options outstanding for non-employee directors; equity grants are time-based restricted stock with one-year vesting.
- 2025 changes: director equity retainer increased to $175,000; Chairman additional equity retainer increased to $95,000.
Other Directorships & Interlocks
| Company | Role | Status | Notes |
|---|---|---|---|
| None disclosed for Fulton | — | — | Proxy lists external CFO role at ABS; no current public company directorships disclosed for Fulton |
- Related-party transactions: none disclosed involving Fulton; TRGP’s policy requires Audit Committee review/approval of related-party transactions >$120,000; one 2024 related-party transaction disclosed pertains to an immediate family member of the President with ICE Group, not Fulton.
Expertise & Qualifications
- Designated Audit Committee Financial Expert; deep financial literacy.
- Extensive finance, accounting, compliance, internal audit/SOX experience (ABS, AEI, Lyondell, Deloitte).
- Board leadership: Lead Independent Director responsibilities enhance board effectiveness and investor access.
- Industry experience across energy infrastructure and capital markets.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Laura C. Fulton | 30,666 | <1% | As of March 25, 2025; outstanding shares 217,585,332 |
| Unvested restricted shares (2024 grant) | 1,947 | N/A | Held at YE 2024; one-year vesting |
- Anti-hedging/anti-pledging: Insiders are prohibited from pledging TRGP securities or engaging in hedging transactions.
- Stock ownership guidelines: Nonemployee directors must hold stock equal to 5.0x annual cash retainer; five-year compliance window; unvested RSUs count toward guidelines.
Governance Assessment
- Strengths: Independent status; Lead Independent Director role enhances board independence and shareholder engagement; Audit Chair and SEC “financial expert” designation; strong attendance; robust anti-pledging/anti-hedging policy; structured, transparent director pay with equity alignment; high say-on-pay support backdrop (95%).
- Potential red flags/monitoring items:
- Prior bankruptcy involvement at former employer Hi‑Crush (filed Chapter 11 in July 2020; plan confirmed Oct 2020), though post-tenure at TRGP and not a related-party issue.
- No disclosed conflicts or related-party transactions involving Fulton; continue to monitor ABS interactions, though none disclosed.
Overall signal: Fulton’s finance depth, audit leadership, and independent posture support board effectiveness and investor confidence; equity retainer and ownership guidelines promote alignment, with policies mitigating common governance risks (pledging/hedging).