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Peter A. Ragauss

Director at WILLIAMS COMPANIESWILLIAMS COMPANIES
Board

About Peter A. Ragauss

Independent director of The Williams Companies since 2016; age 67. Former SVP & CFO of Baker Hughes (retired 2014) with an MBA from Harvard Business School and a BS in Mechanical Engineering from Michigan State University, bringing deep finance and energy-industry expertise to Williams’ board . He serves on the Audit Committee and the Governance & Sustainability Committee; the board determined him independent in January 2025 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Baker Hughes CompanySenior Vice President & Chief Financial Officer~2006–2014 (8 years)Led finance for a global oilfield services firm
BP PlcController, Refining & Marketing2003–2006Oversight of downstream financial reporting
Air BPChief Executive Officer2000–2003Ran BP’s aviation fuels business
BP AmocoAssistant to Group Chief Executive1998–2000Corporate strategy support at group level
Amoco Energy InternationalVP, Finance & Portfolio Mgmtpre-1998Finance leadership pre-merger with BP
El Paso Energy InternationalVP, Finance1996–1998International finance leadership
Tenneco Inc.Various finance roles1993–1996Finance roles of increasing responsibility
Kidder, Peabody & Co.Various roles1987–1993Capital markets experience

External Roles

OrganizationRoleTenureCommittees/Impact
APA CorporationDirector2014–presentAudit Committee member
Skulte LNG (private)DirectorCurrentPrivate energy company board in Latvia

Board Governance

  • Committees: Audit; Governance & Sustainability .
  • Independence: Affirmed independent (January 2025); ordinary-course transactions with APA were reviewed and deemed below NYSE thresholds and not related party under Item 404(a) .
  • Audit committee financial expert: Identified by the board as one of four Audit Committee financial experts (Creel, Ragauss, Robeson, Tyson) .
  • Attendance: Board met 5 times in 2024; independent directors held executive sessions at each regularly scheduled meeting; each director attended ≥75% of applicable meetings and all attended the 2024 annual meeting .
  • Overboarding safeguards: Williams limits directors to ≤4 public boards and audit members to ≤3 audit committees without board approval; Ragauss’ current external load (WMB + APA) is within policy .

Fixed Compensation

ComponentAmountTerms
Annual Cash Retainer$120,000Paid quarterly; 2024 increase from $115,000
Annual Equity Retainer (RSUs)$185,000Granted on annual meeting date; deferred until retirement; dividend equivalents reinvested
Committee Chair FeesN/ANot currently a chair (Audit Chair is Robeson; other chairs as listed)

Director compensation program totals for 2024 (actual):

NameCash FeesStock Award (Grant-Date FV)All Other Comp.Total
Peter A. Ragauss$118,750$185,010$15,000$318,760
NotesQuarterly retainerTime-based RSUs valued under ASC 718Matching grants/United WaySum of components

Performance Compensation

ItemDetail
Performance metrics tied to director payNone; non-employee director RSUs are time-based and deferred until retirement (no AIP/PSU metrics for directors)

Other Directorships & Interlocks

CompanyRelationshipCommittee RolesGovernance Consideration
APA CorporationCurrent public company directorshipAudit CommitteeWilliams’ independence review considered ordinary-course transactions with APA; determined below NYSE thresholds and not a related party transaction in 2024
Skulte LNG (private)DirectorPrivate company; no Williams related-party transaction disclosures

Expertise & Qualifications

  • Deep finance and accounting expertise tailored to energy; capital markets and M&A; executive leadership; information technology/cyber and governance experience .
  • Audit Committee financial expert designation enhances board oversight of reporting, controls, and risk .

Equity Ownership

Date/MeasureDirect/Indirect SharesRSUs Vestable Within 60 DaysTotal Beneficial Ownership% of Shares Outstanding
March 7, 20243,42856,24659,674<1%

Outstanding director equity awards (as of December 31, 2024):

HolderUnits of Stock OutstandingOptions Exercisable
Peter A. Ragauss63,653

Alignment policies:

  • Stock ownership guideline: Directors must hold stock equal to 5x annual cash retainer; equity granted to directors is deferred until retirement .
  • Hedging/pledging: Prohibited for directors, officers, and employees under Williams’ Policy on Securities Trading .

Governance Assessment

  • Strengths: Independence affirmed with explicit review of APA ties; robust committee service on Audit and Governance & Sustainability; audit financial expert status; strong attendance culture; strict ownership and anti-hedging/pledging policies enhancing alignment .
  • Potential conflicts: External directorship at APA with ordinary-course transactions to Williams—reviewed and deemed non-material/not related-party in 2024; continued monitoring advisable as market conditions evolve .
  • Compensation signals: Balanced cash/equity director pay, with equity deferred until retirement; no performance-linked director equity reduces short-term risk-taking incentives but preserves long-term alignment through deferral and ownership guidelines .
  • RED FLAGS: None disclosed—no related party transactions requiring approval in 2024; overboarding limits and audit committee load within policy; pledging/hedging prohibited .