Richard E. Muncrief
Director at WMB
Board
About Richard E. Muncrief
Independent director at The Williams Companies (WMB); age 66; director since 2022; mandatory retirement year 2034. Former CEO of Devon Energy (retired March 2025) and WPX Energy, with 44+ years in oil and gas operations, M&A, and executive leadership; BS in Petroleum Engineering Technology from Oklahoma State University. Committees: Compensation and Management Development; Environmental, Health & Safety. Current public company boards: none; prior five-year boards: WPX Energy, Devon Energy. Independence affirmed by the Board in January 2025 (NYSE standards) with ordinary-course transactions with Devon and ongoing indemnification obligations from WMB’s WPX spin-off deemed immaterial and not related-party under Item 404(a). Attendance: Board met 5 times in 2024; each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Devon Energy Corporation | President & CEO; Director | Jan 2021 – Mar 2025 (retired) | Led post-merger integration with WPX; E&P leadership |
| WPX Energy, Inc. | Chairman & CEO | Pre-2021 | Oversaw growth and strategic direction; board leadership |
| Continental Resources, Inc. | SVP, Operations & Resource Development | Prior to 2009 | Upstream operations leadership |
| Quest Midstream Partners, LP | President & COO; Director | Sep 2007 – Aug 2008 | Midstream operations oversight |
| Resource Production Company | Corporate Business Manager | Aug 2008 – May 2009 | Corporate management |
| ConocoPhillips & predecessors (Burlington Resources, Meridian Oil, El Paso Exploration) | Various managerial roles | 1980 – 2007 | Progressive operational leadership |
External Roles
| Company | Role | Tenure | Committees |
|---|---|---|---|
| None (current public company boards) | — | — | — |
| WPX Energy, Inc. | Director | Prior 5 years | — |
| Devon Energy Corporation | Director | Prior 5 years | — |
Board Governance
- Committee assignments: Compensation & Management Development; Environmental, Health & Safety; not a committee chair.
- Independence determination: Independent under NYSE; matters considered included ordinary-course transactions with Devon and continuing indemnification obligations from WPX spin-off—none met related party thresholds (Item 404(a)).
- Attendance and engagement: Board met 5 times in 2024; each director ≥75% attendance on Board and applicable committees; all directors attended 2024 annual meeting. Independent directors held executive sessions at each of the four regularly scheduled meetings.
- Board leadership: Independent Board Chair (Stephen W. Bergstrom); CEO/Chair roles separated.
Fixed Compensation
| Component | Amount | Terms/Notes |
|---|---|---|
| Annual cash retainer | $118,750 | Reflects $120,000 base (paid quarterly) pro-rated for timing; includes service on two committees; no chair fees. |
| Annual equity retainer (RSUs) | $185,010 | Granted on annual meeting date; deferred until director retires; dividend equivalents reinvested. |
| All other compensation | $5,000 | Charitable matching/United Way program. |
| Total 2024 director compensation | $308,760 | Sum of cash, equity, and other. |
- Program update: Non-employee director annual retainer increased to $305,000 for 2024–2025 (cash $120,000; equity $185,000).
Performance Compensation
Directors at WMB do not receive performance-based pay; equity awards are time-based RSUs deferred until retirement; no options or annual incentive awards apply to directors.
| Metric | Weight | Applies to Director Compensation? |
|---|---|---|
| Adjusted EBITDA | — | Not applicable (director pay) |
| Safety/Environmental metrics | — | Not applicable (director pay) |
| ROCE, AFFO/share, Relative TSR | — | Not applicable (director pay) |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Current public company boards | None. |
| Prior public company boards (last 5 years) | WPX Energy; Devon Energy. |
| Compensation committee interlocks | None identified for 2024 among C&MDC members, including Muncrief. |
| Independence considerations | Ordinary-course transactions with Devon; continuing indemnification obligations from WPX spin-off—below NYSE thresholds; not related party under Item 404(a). |
Expertise & Qualifications
- Energy industry, operations/EHS, engineering & construction, M&A, executive leadership, strategy/risk, sustainability, corporate governance/public company board, IT & cybersecurity, human capital.
Equity Ownership
| Item | Amount/Policy | As of/Notes |
|---|---|---|
| RSUs/stock units outstanding | 18,116 units | As of Dec 31, 2024; no options outstanding. |
| Options (exercisable/unexercisable) | None | As of Dec 31, 2024. |
| Hedging/pledging | Prohibited for directors. | |
| Stock ownership guideline | 5x annual cash retainer for directors. | |
| Equity deferral | Director RSUs deferred until retirement; dividend equivalents reinvested. |
Governance Assessment
- Alignment: Deferred RSUs and 5x ownership guideline foster long-term alignment; hedging/pledging bans reduce misalignment risk.
- Committee influence: Service on Compensation & Management Development and EHS brings operating and E&P perspective to pay design and safety oversight; not a chair, limiting unilateral influence.
- Conflicts/related party exposure: Prior CEO role at Devon—WMB deemed ordinary-course dealings and continuing indemnification immaterial for independence; no Item 404 related-party transactions in 2024. Low conflict risk with midstream–E&P customer relationships, though monitoring of Devon-related engagements remains prudent.
- Attendance/engagement signal: Meets attendance thresholds; full participation in annual meeting; Board maintains executive sessions and robust governance practices, supporting investor confidence.
- RED FLAGS: None material identified—no pledging/hedging, no option repricing, no committee interlocks, no related-party transactions requiring review.