Independent
Tenure on this board
10.9 yrs
Also a director at
Tyler Technologies Inc (TYL)
7 nominees · 3 ballot items.
Election of seven directors; advisory (non-binding) vote to approve executive compensation (say-on-pay); ratification of Ernst & Young LLP as independent auditors; and transaction of any other business properly brought before the meeting.
Elect seven director nominees to the Board for one-year terms expiring at the 2027 annual meeting.
Non-binding, advisory vote to approve the compensation of the named executive officers as disclosed in the proxy statement (say-on-pay).
This proposal asks stockholders to cast a non-binding advisory vote approving the Company’s executive compensation as disclosed in the proxy materials. Management seeks shareholder approval to reaffirm the design and outcomes of its executive pay program, which it says emphasizes at-risk compensation tied to financial and operational metrics, strong governance controls (independent Compensation Committee, independent consultant), stock ownership requirements, clawback and other safeguards, and a mix of time-based and performance-based equity awards. The Board recommends a vote FOR, pointing to consistent prior strong shareholder support and alignment between compensation and performance measures such as cash unit costs, free cash flow, ROACE, D&C costs per mcfe, DRR, and discretionary strategic metrics. The recommendation emphasizes that the vote is advisory but will be considered in future compensation decisions; management notes that broker non-votes and abstentions may affect outcome and that the vote requires a majority of shares present and entitled to vote. The context includes Range’s recent financial performance in 2025, long-term incentive design (TSR-PSUs and RSUs), and the Compensation Committee’s use of peer groups and independent consultants to benchmark pay.
Ratify the Audit Committee’s selection of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal year 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | PRICE T ROWE ASSOCIATES INC /MD/ | 11.4% | 26,933,296 | $1.2B |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.7% | 13,501,191 | $610M |
| 3 | BlackRock, Inc. | 5.5% | 12,923,193 | $584M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.5% | 10,592,979 | $479M |
| 5 | FMR LLC | 4.3% | 10,209,189 | $461M |
| 6 | STATE STREET CORP | 3.9% | 9,134,949 | $413M |
| 7 | DIMENSIONAL FUND ADVISORS LP | 3.7% | 8,654,636 | $391M |
| 8 | Boston Partners | 3.6% | 8,450,487 | $381M |
| 9 | Lingotto Investment Management LLP | 3.1% | 7,193,719 | $325M |
| 10 | BlackRock, Inc. | 2.9% | 6,876,868 | $311M |
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