Chord Energy Corp
For the period ended Mar 19, 2026. Filed Mar 19, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Mar 19, 2026 · Filed Mar 19, 2026
Contents
Elements of Compensation
We view the various components of our compensation program as distinct but related, and we emphasize “pay for performance” by structuring our program so that a significant portion of our Executive Officers' total compensation is "at risk" and tied to the Company's long- and short-term financial, operational and strategic goals. The charts below reflect this allocation for our 2025 executive compensation program.
The Company has closely aligned executive compensation with Company performance by tying a majority of the value of our Named Executive Officers' compensation to the performance of the Company's common stock through grants of performance- and time-based RSU awards. Our annual cash incentive program is also performance-based.
In 2025, 75% of our CEO's target total compensation was equity-based, with 67% of his equity compensation comprised of absolute TSR and relative TSR PSUs. His annual cash incentive opportunity, which is also performance-based, accounts for another 14% of his target total compensation. For additional information, please see "—Elements of Compensation" and "—2025 Compensation."
2025 CEO Compensation
| 12 | 2026 Proxy Statement |
Proxy Summary
The approximate allocation of the Company's direct compensation elements for the 2025 executive compensation program (consisting of base salary, annual performance-based cash incentives, performance share units ("PSUs") based on absolute and relative total shareholder return ("TSR") metrics, and time-based restricted stock units ("RSUs")) is shown below.
| COMPENSATION ELEMENTS | ||
|---|---|---|
| CEO | OTHER NEOs | DESCRIPTION |
| Base Salary | ||
| •Fixed pay determined by position and level of responsibility•Competitively targeted within peer group | ||
| Annual Performance-Based Cash Incentive | ||
| •Aligns employees’ interest with those of shareholders•Payment made based on achievement of specified Company performance goals•Final payout subject to Board discretion•Target payout is percentage of salary, which varies by position | ||
| Long-Term Equity-Based Compensation | ||
| Absolute TSR PSUs | ||
| •Contingent shares may be earned over 3-year periods depending upon TSR performance measured against specific premium return objectives•Promote alignment with shareholder interests by rewarding the absolute increase in TSR•Number of PSUs earned ranges from 0-300% of target | ||
| Relative TSR PSUs | ||
| •Contingent shares may be earned over 3-year periods depending upon relative TSR performance measured against a specified company peer group•Promote alignment with shareholder interests by rewarding shareholder returns compared to potential alternative investments•Number of PSUs earned ranges from 0-200% of target | ||
| Time-Based RSUs | ||
| •Contingent shares vest ratably over three years to promote retention of key executives•Value at-risk based on stock price performance | ||
| Other Employee Benefits | •Benefits available to all employees, including medical, dental, short- and long-term disability, health club subsidy, parking and 401(k) plan with employer matching of first 8% eligible compensation contributed | |
| 2026 Proxy Statement | 13 |
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