Leadership
& Committees

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Board of Directors

Board Committee

AUDIT COMMITTEE

COMPENSATION COMMITTEE

CHAIR

Michael Fucci

MEMBERS

David Nierenberg
Lisa Mayr

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Compensation Committee

GOVERNANCE & NOMINATING COMMITTEE

CHAIR

Evan Farber

MEMBERS

David Nierenberg
Lisa Mayr

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Governance & Nominating Committee

RISK & SUSTAINABILITY COMMITTEE

CHAIR

Michael Fucci

MEMBERS

Evan Farber
David Nierenberg

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Risk & Sustainability Committee

Audit Committee

The responsibilities of the Audit Committee include:

engaging the independent auditors;
reviewing interim financial information;
reviewing the scope and results of the annual audit of our consolidated financial statements with the independent auditors, internal auditors and management;
reviewing the independence of the independent auditors;
reviewing actions by management on the independent and internal auditors’ recommendations; and
meeting with management, the internal auditors and the independent auditors to review the effectiveness of our system of internal controls and internal audit procedures.

To promote the independence of the audit, the Audit Committee consults separately and jointly with the independent auditors, the internal auditors and management. The Board has adopted a charter for the Audit Committee, click here to download a PDF version of the charter.

Compensation Committee

The responsibilities of the Executive Compensation Committee include:

reviewing and determining our executive salary, bonus, equity incentive and overall compensation;
reviewing our employee stock incentive plans as well as incentive alternatives;
reviewing our perquisite program;
conducting annual performance evaluations of senior executives;
adopting a succession plan for senior management; and
recommending directors’ fees.

The Board has adopted a charter for the Executive Compensation Committee, click here to download a PDF version of the charter.

Governance Nominating Committee

The responsibilities of the Governance and Nominating Committee include:

selecting candidates to fill vacancies on the Board;
reviewing the structure and composition of the Board;
reviewing the responsibilities, organization and membership of all Board committees;
considering corporate governance principles and guidelines; and
considering qualifications required for Board service and for nominations by the committee and by stockholders.

Director nominees may be identified by the Nominating and Governance Committee through current board members, officers, stockholders or other persons. Any stockholder desiring to submit a nomination to the Board should send the recommendation in writing, together with appropriate background and contact information, to the Secretary of the Company at the address of the Company’s principal executive offices set forth previously. The Board has not established formal minimum qualifications for a director nominee and evaluates any nominee on a case-by-case basis. The Board has adopted a charter for the Nominating and Governance Committee, click here to download a PDF version of the charter.

Risk and Sustainability Committee

The purpose of the Risk and Sustainability Committee is to assist the Board in fulfilling its responsibility for overseeing the Company-wide risk management and sustainability practices, including:

Identification and assessment of risk in the organization by the executive management team;
Oversight of strategic, financial, credit, market, liquidity, security, property, IT, legal, regulatory and other risks of the Company, in conjunction with other committees of the Board where applicable;
Oversight of the division of risk-related responsibilities between the Board, the standing committees of the Board, and management;
Approval of the Company’s risk management framework and reporting; and
Approval of the Company’s sustainability plans.

The Board has adopted a charter for the Risk and Sustainability Committee, click here to download a PDF version of the charter.

Leadership
& Committees

Board of Directors

Evan Farber

Matt D. Wilks

Lisa Mayr

Michael Fucci

Dr. Ryan Ezell

David Nierenberg

Harsha V. Agadi

Board Committee

AUDIT COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

COMPENSATION COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

GOVERNANCE & NOMINATING COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

RISK & SUSTAINABILITY COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

Audit Committee

Compensation Committee

Governance Nominating Committee

Risk and Sustainability Committee

Contact Sales

Leadership & Committees

Board of Directors

Evan Farber

Matt D. Wilks

Lisa Mayr

Michael Fucci

Dr. Ryan Ezell

David Nierenberg

Harsha V. Agadi

Board Committee

AUDIT COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

COMPENSATION COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

GOVERNANCE & NOMINATING COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

RISK & SUSTAINABILITY COMMITTEE

CHAIR

MEMBERS

DOWNLOAD CHARTER

Audit Committee

Compensation Committee

Governance Nominating Committee

Risk and Sustainability Committee

Contact Sales

Leadership
& Committees