BA BRIEFING·
Expand Energy Corp (EXE) 2026 Annual Meeting
9 directors up · 2 in watch zone · 3 proposals · Uncontested
$22.4B mkt cap · 1Y TSR -17.6% · Board C
Director Elections (9) · 9 of 9 scored by BA forecast
Election Outlook
Most directors look set to be re-elected without meaningful dissent — 7 of 9 scored nominees are rated Healthy. Two are worth watching: Matthew M. Gallagher (prior 92.6%, forecast Elevated) and Timothy S. Duncan (prior 98.0%, forecast Watch).
| Nominee | Forecast | Background |
|---|---|---|
Independent | HEALTHY Prior 99.4% 70808793100 | Founder and CEO of Cormorant IV Corporation, LLC since 2014, and former CEO of CenterLight Health System, Inc. from 2016 to 2018. |
Independent | WATCH Prior 98.0% 70808793100 | Founder and CEO of Talos Energy Inc. (2012 – 2024) and former SVP of Business Development at Phoenix Exploration Company, LP. |
Independent | ELEVATED Prior 92.6% 70808793100 | Matt Gallagher served as President and CEO of Parsley Energy from 2019 until its acquisition by Pioneer Natural Resources in 2021 and is currently a board member at Chesapeake Energy Corporation. |
Independent | HEALTHY Prior 99.2% 70808793100 | President of Energy Security Analysis, Inc. since 2009 and Managing Principal at ESAI Energy, LLC since 2009, with extensive expertise in energy market analysis and strategy. |
Independent | HEALTHY Prior 99.5% 70808793100 | |
Independent | HEALTHY Prior 99.7% 70808793100 | Chairman and Director at Southwestern Energy Company (2011 – 2024) and retired SVP and Director of Capital Research Company, a division of The Capital Group. |
Independent | HEALTHY Prior 99.7% 70808793100 | |
Independent | HEALTHY Prior 97.5% 70808793100 | Brian Steck is Chairman of Bonanza Creek Energy and has served on the boards of Chesapeake Energy and California Resources Corporation. |
Not independent | HEALTHY Prior 98.9% 70808793100 | Michael Wichterich has served as Interim CEO multiple times and was previously CFO at Texas American Resources and Mariner Energy. |
Proposals on the Ballot (3)
| #1 | Election of Directors Filed by the board · Board recommends For Elect nine director nominees to hold office until the next annual meeting and until their successors are duly elected and qualified. |
| #2 | Advisory Vote to Approve Named Executive Officer Compensation (Say on Pay) for 2025 Filed by the board · Board recommends For Non-binding advisory vote to approve the compensation of the company’s named executive officers for 2025, as disclosed in the proxy statement. Detail ›Proposal 2 asks shareholders to cast an advisory, non-binding vote to approve the 2025 compensation paid to the named executive officers. Management seeks this approval to demonstrate shareholder support for the company’s pay practices, which emphasize pay-for-performance, significant equity-based long-term incentives, and a mix of annual and long-term metrics tying pay to operational execution (e.g., free cash flow, capital efficiency) and environmental/safety metrics (License to Operate). The Compensation Committee used a Compensation Peer Group and retained an independent consultant; it adjusted AIP mechanics in 2025 to emphasize durability and peer differentiation. A favorable vote supports management’s approach and helps signal to the Compensation Committee that the program and disclosures are acceptable; an unfavorable vote would be advisory but would require the Committee to consider shareholder concerns and potentially revise future program design. The Company’s rationale for asking for approval includes attracting and retaining senior talent, incentivizing long-term TSR through PSUs tied to absolute and relative TSR and ensuring alignment with shareholder interests, while retaining board discretion to adjust payout for qualitative factors and long-term strategic accomplishments. |
| #3 | Ratification of Appointment of Independent Registered Public Accounting Firm for 2026 Filed by the board · Board recommends For Ratify appointment of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for fiscal 2026. |
Top institutional holders · as of Mar 31, 2026
| Holder | % of shares | Position value |
|---|---|---|
| VANGUARD CAPITAL MANAGEMENT LLC | 6.50% | $1.71B |
| STATE STREET CORP | 6.06% | $1.59B |
| VANGUARD PORTFOLIO MANAGEMENT LLC | 4.75% | $1.25B |
| BlackRock, Inc. | 3.60% | $945M |
| Capital Research Global Investors | 2.84% | $746M |
| Capital World Investors | 2.60% | $682M |
| GEODE CAPITAL MANAGEMENT, LLC | 2.44% | $639M |
| OAKTREE CAPITAL MANAGEMENT LP | 2.19% | $575M |
| BlackRock, Inc. | 2.11% | $553M |
| VICTORY CAPITAL MANAGEMENT INC | 1.93% | $506M |
Source: SEC 13F filings (latest quarter). Position value is the holder’s reported aggregate value at the as-of date.
Recent key filings
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › | |
| Annual report (10-K) | View › | |
| Quarterly report (10-Q) | View › | |
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › |
About the risk forecast
The risk forecast scores each director on the company’s slate against Boardroom Alpha’s YoY Director-Vote Forecast model — three XGBoost classifiers that estimate the probability the director’s vote support falls below 70%, 80%, and 90% at the upcoming annual meeting, augmented by a five-rule governance escalation layer (overboarding, audit-committee composition, prior dissent, and others).
Bands map to those probability thresholds:
- Crisis — high probability of vote support below 70%. Rare.
- Material — high probability of below 80%. The primary screening threshold.
- Elevated — significant elevated risk of dissent.
- Watch — even a mild withhold is detectable. Informational.
- Healthy — no signal of meaningful dissent.
Prior is the director’s most-recent vote-support percentage at this same board. Direction compares the forecast to that prior vote: ↑ expected better means more support than last year; ↓ expected worse means less.
Forecast applies only to non-contested annual proxies (DEF 14A). Contested situations are tracked separately on the contested-proxy pipeline. The model is retrained nightly; bands shown reflect the most recent run.
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Frequently Asked Questions
When is the Expand Energy Corp 2026 annual meeting?
Expand Energy Corp (EXE) holds its 2026 annual shareholder meeting on June 4, 2026.
What is the record date for the Expand Energy Corp 2026 meeting?
The record date for the Expand Energy Corp 2026 meeting is April 6, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Expand Energy Corp's 2026 meeting?
The board is presenting 9 director nominees at the Expand Energy Corp 2026 meeting. The full slate appears in the 'Director Nominees' table on this page, with independence designations and a structured indexable summary.
What proposals will shareholders vote on at the Expand Energy Corp 2026 meeting?
Shareholders will vote on 3 proposals at the Expand Energy Corp 2026 meeting. The full list with proposed-by tags and management recommendations appears in the 'Proposals on the Ballot' section on this page.
Are any directors at risk at Expand Energy Corp's 2026 annual meeting?
The Boardroom Alpha Director-Vote Forecast flags 2 of 9 scored nominees as facing elevated vote pressure at the Expand Energy Corp 2026 meeting: Timothy S. Duncan, Matthew M. Gallagher. The most-loaded nominee is Matthew M. Gallagher (forecast band: elevated). Prior support: 92.6%. See the 'Director Nominees' table for the per-director forecast bar and prior support.
Where do I find the original proxy filing?
The 'View proxy' link at the top of this page opens the original SEC DEF 14A (or amended) filing for the Expand Energy Corp 2026 meeting in the Boardroom Alpha filing viewer.
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