Independent
Tenure on this board
10.6 yrs
Also a director at
Kirby Corp (KEX)Hf Sinclair Corp (DINO)
9 nominees · 3 ballot items.
Election of nine directors; Ratification of Deloitte & Touche LLP as independent auditor for 2026; Advisory (non-binding) approval of Named Executive Officers’ 2025 compensation.
Election of nine director nominees to serve until the 2027 Annual Meeting or until their successors are elected and qualified.
Ratify the Audit Committee’s selection of Deloitte & Touche LLP as Archrock’s independent registered public accounting firm for fiscal year 2026.
This management proposal asks stockholders to ratify the Audit Committee’s selection of Deloitte & Touche LLP as Archrock’s independent registered public accounting firm for fiscal year 2026. Management seeks shareholder approval as a matter of good corporate practice, although ratification is not required by the organizational documents. The Audit Committee has overseen the selection process, reviewed Deloitte’s independence and the mix of audit and non-audit fees, and concluded services are compatible with audit independence; the Board recommends a FOR vote. The proposal is routine and intended to provide shareholder oversight and confidence in the choice of external auditor; if stockholders do not ratify, the Audit Committee would reconsider retention. Risks are standard for auditor ratification (audit quality, costs, independence considerations); the filing documents disclose audit fees and that Deloitte representatives will attend the meeting to answer questions.
Non-binding, advisory vote to approve the compensation paid to Archrock’s Named Executive Officers for 2025, as disclosed in the proxy statement.
This management proposal asks stockholders to cast a non-binding advisory vote to approve the Company’s executive compensation disclosures and the compensation actually paid to Named Executive Officers for 2025. Management seeks endorsement to validate the Compensation Committee’s design and execution of pay programs that the Board states align pay with performance, incorporate sustainability and safety metrics, and emphasize stockholder alignment through equity and performance-based awards. The Board recommends a FOR vote and explains its compensation philosophy, peer benchmarking, use of an independent compensation consultant, and safeguards (clawback policy, stock ownership guidelines, no hedging/pledging). The vote is advisory and will not bind the Company, but the Board will consider results when setting future compensation. The filing includes detailed disclosure of targets, metrics (Adjusted EBITDA, CAD, TSR, safety, talent), realized payouts, and retention/change-of-control arrangements that bear on pay outcomes.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.77% | 18,873,938 | $657M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.24% | 10,937,847 | $381M |
| 3 | EARNEST PARTNERS LLC | 5.57% | 9,766,279 | $340M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.28% | 7,497,298 | $261M |
| 5 | STATE STREET CORP | 4.13% | 7,235,344 | $252M |
| 6 | Invesco Ltd. | 4.04% | 7,073,280 | $246M |
| 7 | AMERICAN CENTURY COMPANIES INC | 3.38% | 5,922,116 | $206M |
| 8 | BlackRock, Inc. | 3.21% | 5,626,885 | $196M |
| 9 | BANK OF AMERICA CORP /DE/ | 3.00% | 5,254,006 | $183M |
| 10 | DIMENSIONAL FUND ADVISORS LP | 2.86% | 5,004,032 | $174M |
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