UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 17, 2023 (
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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 16, 2023, Range Resources Corporation (the “Company”) announced that Chief Executive Officer (“CEO”), Jeffrey L. Ventura will retire from his position as President, CEO and a director. Mr. Ventura will step down as President and CEO at the Company’s Annual Meeting of Stockholders on May 10, 2023 and is not a candidate for re-election to the Company’s board of directors at the 2023 Annual Meeting. Mr. Ventura will remain a Company employee and continue to receive his current bi-weekly salary until June 2, 2023, after which time he will no longer be an employee.
On March 15, 2023, the board of directors appointed Dennis L.Degner, our current Chief Operating Officer, to serve as the Company’s President and Chief Executive Officer. This appointment will become effective on May 10, 2023. Mr. Degner has served as the Company’s Chief Operating Officer since 2019.
In connection with Mr. Degner’s appointment to President and Chief Executive Officer, his annual base salary will increase to $750,000 effective May 10, 2023. On March 15, he received equity grants with a fair value of $3.9 million which takes into consideration his appointment to President and CEO effective May 10, 2023. Mr. Degner’s target short term cash incentive payout will be 120% of his annual base salary.
On March 16, 2023, the Company also announced that David Poole, Senior Vice President – General Counsel and Corporate Secretary will retire effective March 17, 2023. On March 15, 2023, Erin W. McDowell was appointed to the position of Senior Vice President - General Counsel and Corporate Secretary. Neither Mr. Ventura nor Mr. Poole were granted any additional equity awards or cash bonus award for 2023.
There are no arrangements or understandings between Mr. Degner and any other person pursuant to which he was selected as President and CEO. Mr. Degner does not have any family relationship with any director or other executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer, and there are no transactions in which Mr. Degner has a material interest requiring disclosure under Item 404(a) of Regulation S-K.
ITEM 8.01 Other Events.
A copy of the press release issued by the Company, dated March 16, 2023, describing the leadership succession discussed above is attached hereto as Exhibit 99.1 and incorporated by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits:
99.1 Press Release dated March 16, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RANGE RESOURCES CORPORATION |
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By: |
/s/ Mark S. Scucchi |
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Mark S. Scucchi |
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Executive Vice President and Chief Financial Officer |
Date: March 17, 2023
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