Paul W. Chung
About Paul W. Chung
Paul W. Chung, age 65, is Chairman of the Board at Targa Resources Corp. and has served as a director since January 1, 2021; he previously served as Executive Vice President and Senior Legal Advisor (2020) and as Executive Vice President, General Counsel and Secretary from 2004–2020, after senior legal roles at Shell affiliates, Tejas Gas, and Vinson & Elkins . The Board has affirmatively determined he is independent under NYSE standards; Targa’s Board held eight meetings in 2024 with directors averaging 98% attendance, reflecting strong engagement . His background provides deep energy-sector legal/regulatory expertise and corporate governance experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Targa Resources Corp. | Chairman of the Board; Director | Jan 2021–Present | Chairs meetings of non-management directors; counterbalances CEO with Lead Independent Director structure |
| Targa Resources Corp. | Executive Vice President & Senior Legal Advisor | Mar 2020–Dec 2020 | Senior legal leadership during transition period |
| Targa Resources Corp. and predecessor entities; Targa Resources GP LLC | EVP, General Counsel & Secretary | May 2004–Mar 2020 | Led legal and regulatory affairs across enterprise |
| Shell Oil affiliates (Coral Energy LLC; Shell Trading North America Co.) | EVP & General Counsel | 1999–May 2004 | Responsible for all legal/regulatory affairs |
| Tejas Gas Corporation | VP & Assistant General Counsel | 1996–1999 | Midstream legal leadership |
| Vinson & Elkins L.L.P. | Attorney | Pre-1996 | Foundational legal practice experience |
External Roles
No other current public company directorships disclosed for Mr. Chung in the proxy statements .
Board Governance
- Board structure: Classified board; Mr. Chung is a Class I director (with Crisp, Teague, Fulton); Class I term runs until the 2026 meeting .
- Independence: Board determined Mr. Chung is independent under NYSE listing standards .
- Leadership: Chairs Board of non-management directors; works with CEO; Lead Independent Director is Laura C. Fulton .
- Committees: Chairman, Sustainability Committee; committee oversees environmental, social and sustainability matters and integration into business strategy .
- Attendance/engagement: Board met eight times in 2024; each director attended 98% of aggregate Board and committee meetings; 11 of 12 directors attended the 2024 annual meeting .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual cash retainer (standard) | $115,000 | $115,000 |
| Chairman of the Board cash retainer | $80,000 | $80,000 |
| Committee Chair cash retainer (Sustainability) | $15,000 | $15,000 |
| Total fees earned or paid in cash | $210,000 | $210,000 |
- 2025 changes approved: Non-employee director cash retainer increased to $125,000; Chair of the Board cash retainer increased to $95,000; equity retainer increased to $175,000 and additional equity retainer for Chair increased to $95,000 .
Performance Compensation
Directors at Targa receive time-based restricted stock grants (one-year vesting) without performance conditions; no options are granted to directors .
| Grant Detail | 2023 | 2024 |
|---|---|---|
| Restricted shares granted | 3,331 shares to Chairman; 2,243 shares to other directors | 2,891 shares to Chairman; 1,947 shares to other directors |
| Grant date fair value per share | $74.13 | $82.02 (Jan 18, 2024 grants) |
| Stock awards (aggregate fair value) | $246,927 | $237,120 |
| Vesting | One-year vesting; outstanding through year-end | One-year vesting; outstanding through year-end |
Other Directorships & Interlocks
No interlocks or other public company boards are disclosed for Mr. Chung; several other Targa directors serve on external boards (e.g., Crisp at EOG) but no interlock is attributable to Mr. Chung .
Expertise & Qualifications
- Energy midstream legal/regulatory expertise from Shell/Tejas and nearly two decades as Targa’s GC .
- Corporate governance leadership as Board Chair and Sustainability Committee Chair .
- Strategic oversight experience and board process leadership (agenda setting, executive sessions) .
Equity Ownership
| Holder/Structure | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Paul W. Chung (total) | 513,675 | <1% | Aggregate beneficial ownership reported |
| Paul Chung 2008 Family Trust (trustee: P. Chung) | 232,827 | — | Direct trust holding |
| Helen Chung 2007 Family Trust (co-trustees: spouse & sister-in-law) | 200,500 | — | Indirect family trust holding |
- Ownership guidelines: Nonemployee directors must hold 5x annual cash retainer; guidelines count unvested RSUs toward compliance .
- Insider trading policy: Prohibits hedging and pledging by directors and officers .
Governance Assessment
- Independence and prior executive service: Despite extensive prior executive/legal roles, the Board has determined Mr. Chung is independent under NYSE standards; this is positive but warrants continued monitoring given his long executive tenure at Targa .
- Board effectiveness: As Chair, Mr. Chung facilitates non-management executive sessions and coordinates board guidance with management; committee independence is robust across Audit, Compensation, Nominating, Risk; Sustainability is fully independent and chaired by Mr. Chung .
- Attendance/engagement: Strong meeting cadence and ~98% attendance support effective oversight; annual meeting attendance was high in 2024 .
- Pay and alignment: Director pay mixes cash retainers with annual restricted stock grants; Mr. Chung’s significant beneficial ownership across family trusts further aligns interests; anti-hedging/pledging policy strengthens alignment .
- RED FLAGS: None disclosed for Mr. Chung regarding related-party transactions, pledging, hedging, or legal proceedings; note the Board’s independence determination mitigates, but does not eliminate, potential perceived conflicts due to prior executive tenure .
- Shareholder signals: Say-on-pay support remains high (95% in 2024; 96% in 2023), indicating investor confidence in governance and pay structures overseen by the board .
Overall: Mr. Chung’s governance profile combines deep sector/legal expertise, strong board leadership, and equity ownership, with formal independence and high engagement. Continued transparency around independence considerations and sustainability oversight (which he chairs) supports investor confidence.