Bruce Cope
About Bruce Cope
Bruce E. Cope, age 65, was appointed as an independent director of Select Water Solutions (WTTR) on January 24, 2025. He is a CPA (Arkansas) with 30+ years of energy-sector finance experience, including service as SVP/Chief Accounting Officer & Controller at Hunt Consolidated/Hunt Oil (1993–2020). He holds a B.B.A. in Accounting (Harding University) and an MBA (Oklahoma State University), and is designated by the Board as an Audit Committee Financial Expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hunt Consolidated, Inc. / Hunt Oil Company | SVP, Chief Accounting Officer & Controller | 1993–2020 | Led internal controls, accounting policies, financial reporting, annual audits, and tax compliance globally |
| Pacific Enterprises Oil Company USA | Corporate Accounting Manager | 1988–1993 | Progressively senior accounting leadership |
| Frates Enterprises | Assistant Controller | 1984–1988 | Accounting leadership |
| KMG Main Hurdman (now KPMG) | Auditor | 1981–1984 | Public accounting foundation |
| D CEO Magazine | Controller of the Year (Large Private Cos.) | 2016 | Industry recognition for accounting leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Midwestern State University | Adjunct Professor (Fundamentals of Oil & Gas Accounting) | Current | Graduate/undergraduate instruction |
| Private Family Trust | Head, Board of Trustees | Current | Governance/oversight of family trust |
| Recon Resources, LLC | Consultant/Advisor | Current | Advises on minerals investments |
| Dallas Petroleum Club | Board Member; Secretary (2019) | 2017–2019 | Industry engagement |
| Institute of Petroleum Accounting (North Texas State University) | Past Advisory Board Member | Prior | Professional advisory role |
| Financial Executives International (Energy SIG) | Committee Member | Prior | Finance leadership network |
| UT Dallas Institute for Excellence in Corporate Governance | Member | Prior | Corporate governance education |
Board Governance
- Committees: Audit Committee (member; designated Audit Committee Financial Expert), Nominating, Governance & Sustainability (NG&S) Committee (member). Not a committee chair .
- Independence: Board has determined Cope is independent under NYSE standards; Audit Committee independence and Rule 10A‑3 compliance affirmed .
- Attendance: In 2024, the Board met 7 times; Audit 4; Compensation 4; NG&S 3. Each director (serving in 2024) attended ≥75% of applicable meetings; all directors attended the 2024 Annual Meeting (Cope joined in 2025) .
- Risk oversight: Board oversees risk; Audit monitors significant financial risks, cybersecurity and related‑party transactions; NG&S oversees governance, sustainability, and succession planning .
- Related-party policy: Audit Committee pre-approves/disapproves related party transactions >$120k and requires disclosure per SEC rules .
- Appointment details: Cope appointed January 24, 2025; Board expects committee assignments (subsequently disclosed in proxy as Audit and NG&S). No Item 404(a) transactions and no arrangement/understanding leading to selection .
Fixed Compensation
WTTR Non-Employee Director Compensation Program (per 2025 Proxy; amounts described for 2024):
| Component | Amount |
|---|---|
| Annual cash retainer | $70,000 |
| Audit Committee Chair supplemental retainer | $20,000 |
| Compensation Committee Chair supplemental retainer | $15,000 |
| NG&S Committee Chair supplemental retainer | $10,000 |
| Lead Director supplemental retainer | $20,000 |
| Chairman of the Board supplemental retainer | $100,000 |
| Notes: Cope will receive WTTR’s standard non‑employee director compensation and standard indemnification agreement per his appointment 8‑K . |
Performance Compensation
WTTR Non-Employee Director Equity Program (described for 2024):
| Grant Type | Grant Date | Shares Granted | Vesting | Grant Date Fair Value |
|---|---|---|---|---|
| Restricted Shares (time-based) | May 7, 2024 | 16,447 | One-year; vests May 7, 2025 | $150,000 program value; $151,477 reported (ASC 718; $9.21 close at grant) |
| Notes: Directors receive annual time‑based restricted shares; no director PSUs/options disclosed in 2024 program . |
Other Directorships & Interlocks
- Other public company boards: None for Cope as disclosed in the director nominee summary .
- Interlocks/conflicts: None disclosed; no related-party transactions with Cope reportable under Item 404(a) .
Expertise & Qualifications
- CPA (Arkansas); Audit Committee Financial Expert designation .
- Energy-sector finance leadership (E&P focus) and global accounting controls .
- Academic instruction in oil & gas accounting; governance memberships and industry recognition (Controller of the Year, 2016) .
Equity Ownership
| Holder | Class A Shares (#) | Class A (%) | Class B Shares (#) | Class B (%) | Combined Voting Power (%) |
|---|---|---|---|---|---|
| Bruce E. Cope | 0 | * | 0 | * | — |
| Notes: “*” denotes less than 1% ownership. Percentages based on 103,611,339 Class A and 16,221,101 Class B shares outstanding . |
Stock Ownership Guidelines:
- Non-Employee Directors: 5x annual base retainer; counted shares include directly/indirectly owned and time‑vesting restricted shares; unexercised options and unearned performance awards excluded .
- Compliance timeline: Achieve within 5 years of appointment; all executive officers and non‑employee directors have satisfied or are on track to satisfy minimum ownership levels within the compliance period .
Governance Assessment
- Strengths: Independent director with Audit Committee Financial Expert status; appointed to Audit and NG&S committees—enhances financial oversight and governance/sustainability focus . Annual director equity grants (time‑based RS) plus stock ownership guidelines (5x retainer) support alignment; insider‐trading/anti‑hedging policy in place .
- Engagement: Board/committee meeting cadence robust in 2024; directors met attendance thresholds and annual meeting attendance was universal (Cope joined in 2025) .
- Conflicts: No Item 404(a) related‑party transactions involving Cope; Audit Committee reviews related‑party transactions under a pre‑existing policy—mitigates conflict risk .
- Signals: Appointment press release emphasizes complementary accounting/finance and E&P/midstream experience aligned with WTTR’s water infrastructure strategy; expected to strengthen Board’s customer perspective and oversight capabilities .
- Red flags: None disclosed—no hedging permitted; no director option repricing; and no reportable related-party transactions with Cope at appointment .