Permian Resources Corp. Files Definitive Proxy Statement (DEF 14A)

Ticker: PR · Form: DEF 14A · Filed: Apr 9, 2024 · CIK: 1658566

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Permian Resources, Executive Compensation, Corporate Governance

TL;DR

<b>Permian Resources Corp. has filed its Definitive Proxy Statement (DEF 14A) for the period ending May 22, 2024.</b>

AI Summary

Permian Resources Corp (PR) filed a Proxy Statement (DEF 14A) with the SEC on April 9, 2024. Permian Resources Corp. filed a DEF 14A form on April 9, 2024. The filing covers the period ending May 22, 2024. The company's principal executive offices are located in Denver, CO. Permian Resources Corp. was formerly known as Centennial Resource Development, Inc. and Silver Run Acquisition Corp. The filing includes information related to executive compensation for the fiscal years 2020-2023.

Why It Matters

For investors and stakeholders tracking Permian Resources Corp, this filing contains several important signals. This filing is crucial for shareholders to understand executive compensation, director nominations, and other corporate governance matters before the annual meeting. Shareholders will vote on key proposals, including the election of directors and advisory approval of executive compensation, impacting the company's leadership and financial strategy.

Risk Assessment

Risk Level: low — Permian Resources Corp shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate financial or operational shifts.

Analyst Insight

Shareholders should review the executive compensation details and director nominees to make informed voting decisions.

Key Numbers

Key Players & Entities

FAQ

When did Permian Resources Corp file this DEF 14A?

Permian Resources Corp filed this Proxy Statement (DEF 14A) with the SEC on April 9, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Permian Resources Corp (PR).

Where can I read the original DEF 14A filing from Permian Resources Corp?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Permian Resources Corp.

What are the key takeaways from Permian Resources Corp's DEF 14A?

Permian Resources Corp filed this DEF 14A on April 9, 2024. Key takeaways: Permian Resources Corp. filed a DEF 14A form on April 9, 2024.. The filing covers the period ending May 22, 2024.. The company's principal executive offices are located in Denver, CO..

Is Permian Resources Corp a risky investment based on this filing?

Based on this DEF 14A, Permian Resources Corp presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than immediate financial or operational shifts.

What should investors do after reading Permian Resources Corp's DEF 14A?

Shareholders should review the executive compensation details and director nominees to make informed voting decisions. The overall sentiment from this filing is neutral.

How does Permian Resources Corp compare to its industry peers?

Permian Resources Corp. operates in the Crude Petroleum & Natural Gas industry.

Are there regulatory concerns for Permian Resources Corp?

The filing is a DEF 14A, a standard SEC filing for public companies to solicit proxies from shareholders.

Industry Context

Permian Resources Corp. operates in the Crude Petroleum & Natural Gas industry.

Regulatory Implications

The filing is a DEF 14A, a standard SEC filing for public companies to solicit proxies from shareholders.

What Investors Should Do

  1. Review executive compensation details for named executive officers.
  2. Evaluate director nominees and their qualifications.
  3. Understand proposals to be voted on at the shareholder meeting.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure and does not represent a change from previous filings in terms of reporting format or frequency.

Filing Stats: 4,484 words · 18 min read · ~15 pages · Grade level 16.3 · Accepted 2024-04-09 16:36:25

Key Financial Figures

Filing Documents

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS 6 ACHIEVEMENTS DURING 2023 6 ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) HIGHLIGHTS 7 CORPORATE GOVERNANCE AND COMPENSATION HIGHLIGHTS 8 DIRECTOR NOMINEES 9 PROPOSAL 1: APPROVAL OF AMENDMENT TO THE COMPANY'S CHARTER TO DECLASSIFY THE BOARD AND PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS 10 CURRENT CLASSIFIED BOARD STRUCTURE 10 RATIONALE FOR APPROVAL 11 VOTE REQUIRED AND BOARD RECOMMENDATION 11 PROPOSAL 2: ELECTION OF ELEVEN DIRECTORS, IF PROPOSAL 1 IS APPROVED 12 BOARD STRUCTURE 12 DIRECTOR NOMINATION PROCESS 13 SUMMARY OF DIRECTOR QUALIFICATIONS 14 DIRECTOR NOMINEES 15 VOTE REQUIRED AND BOARD RECOMMENDATION 19 CORPORATE GOVERNANCE 20 GOVERNANCE HIGHLIGHTS 20 BOARD ROLE IN RISK OVERSIGHT 20 BOARD INDEPENDENCE 21 BOARD LEADERSHIP STRUCTURE 21 SUCCESSION PLANNING 21 CLASSIFIED BOARD STRUCTURE 22 MAJORITY VOTE IN DIRECTOR ELECTIONS 22 BOARD MEETINGS 22 COMMITTEES OF THE BOARD 23 DIRECTOR EDUCATION 25 COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION 25 CODE OF BUSINESS CONDUCT AND ETHICS 25 COMPLAINT AND REPORTING PROCEDURES 26 ANNUAL BOARD AND COMMITTEE EVALUATION PROCESS 26 POLICIES RELATING TO OUR BOARD 26 SHAREHOLDER ENGAGEMENT 26 ESG INITIATIVES 27 AUDIT COMMITTEE REPORT 28 COMPENSATION DISCUSSION AND ANALYSIS 29 EXECUTIVE SUMMARY 29 2023 EXECUTIVE COMPENSATION PROGRAM 34 DETERMINATION OF COMPENSATION 40 OTHER COMPENSATION PRACTICES AND POLICIES 43 EARLY 2024 COMPENSATION DECISIONS 44 COMPENSATION COMMITTEE REPORT 45 PERMIAN RESOURCES 2024 PROXY STATEMENT 3 Back to Contents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 46 2023 SUMMARY COMPENSATION TABLE 46 2023 GRANTS OF PLAN-BASED AWARDS 47 OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END 48 OPTION EXERCISES AND STOCK VESTED IN 2023 49 SEVERANCE PLAN 50 POTENTIAL PAYMENTS UPON TERMINATION OR A CHANGE IN CONTROL 51 CEO PAY RATIO 53 PAY VERSUS PERFORMANCE 53 COMPENSATION RISK ASSESSMENT 56 DIRECTOR COMPENSATION 56 EQUITY COMPENSATION PLAN INFORMATION 58 EXECUTIVE OFFICERS 59 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 61 REVIEW AND APPROVAL OF RELATED PERSON TRANSACTIONS 61 RELATED PERSON TRANSACTIONS 62

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 63 PROPOSAL 3: ELECTION OF THREE CLASS II DIRECTORS, IF PROPOSAL 1 IS NOT APPROVED 66 VOTE REQUIRED AND BOARD RECOMMENDATION 66 PROPOSAL 4: APPROVAL OF AMENDMENT TO THE COMPANY'S CHARTER TO REFLECT THE LATEST DELAWARE LAW PROVISIONS REGARDING OFFICER EXCULPATION 67 RATIONALE FOR APPROVAL 68 VOTE REQUIRED AND BOARD RECOMMENDATION 68 PROPOSAL 5: APPROVAL ON AN ADVISORY BASIS OF OUR NAMED EXECUTIVE OFFICER COMPENSATION 69 VOTE REQUIRED AND BOARD RECOMMENDATION 69 PROPOSAL 6: RECOMMENDATION ON THE FREQUENCY OF FUTURE ADVISORY VOTES TO APPROVE OUR NAMED EXECUTIVE OFFICER COMPENSATION 70 VOTE REQUIRED AND BOARD RECOMMENDATION 70 PROPOSAL 7: RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 71 PRINCIPAL ACCOUNTING FIRM FEES 71 AUDIT COMMITTEE APPROVAL 71 VOTE REQUIRED AND BOARD RECOMMENDATION 71 GENERAL INFORMATION 72 ANNUAL REPORT 72 OTHER BUSINESS 72 SHAREHOLDER PROPOSALS 72 AVAILABILITY OF CERTAIN DOCUMENTS 72 QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING 73 APPENDIX A – NON-GAAP FINANCIAL MEASURES 77 APPENDIX B – FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PERMIAN RESOURCES CORPORATION 78 PERMIAN RESOURCES 2024 PROXY STATEMENT 4 Back to Contents PROXY STATEMENT SUMMARY This summary highlights information contained elsewhere in this Proxy Statement. This summary does not contain all the information you should consider before voting. Please read the entire Proxy of industry terms, please review our Annual Report on Form 10-K for the year ended December 31, 2023 (the Annual Report), which accompanies this Proxy Statement. ANNUAL MEETING AND VOTING DETAILS Annual Meeting Details DATE & TIME Wednesday, May 22, 2024 9:00 a.m. Central Time LOCATION Petroleum Clu

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on Read The Filing