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Devon Energy boosts CEO salary to $1.5M

DEVON ENERGY CORP/DE adjusted executive compensation for its Chief Executive Officer and President, Clay M. Gaspar.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

DEVON ENERGY CORP/DE adjusted executive compensation for its Chief Executive Officer and President, Clay M. Gaspar. The Board’s Compensation Committee approved an increase in his base salary to an annualized rate of $1,500,000, effective retroactively to May 7, 2026, the closing date of Devon’s merger with Coterra Energy Inc.

The Committee also approved a grant of restricted stock under Devon’s 2022 Long-Term Incentive Plan with a grant date of September 10, 2026. The award has a value of $2,700,000, determined using the per share closing price of Devon’s common stock on the grant date, and will vest in three annual installments from that date.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Annual base salary $1,500,000 per year Approved for CEO Clay M. Gaspar, retroactive to May 7, 2026
Restricted stock award value $2,700,000 Grant under 2022 Long-Term Incentive Plan based on closing price on September 10, 2026
Vesting schedule Three annual installments Restricted stock vests annually in three installments from the September 10, 2026 grant date
Merger closing reference date May 7, 2026 Effective date used for retroactive salary increase, tied to merger with Coterra Energy Inc.
Grant date September 10, 2026 Date for determining per share closing price for restricted stock award
restricted stock financial
"an award of restricted stock under Devon’s 2022 Long-Term Incentive Plan"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
2022 Long-Term Incentive Plan financial
"award of restricted stock under Devon’s 2022 Long-Term Incentive Plan"
benchmarking data financial
"Consistent with benchmarking data and the recommendation of the Committee’s"
executive compensation consultant financial
"and the recommendation of the Committee’s executive compensation consultant"

FAQ

What compensation changes did DVN approve for CEO Clay M. Gaspar?

Devon approved an increase in Clay M. Gaspar’s base salary to $1,500,000 annually, retroactive to May 7, 2026, and granted him $2,700,000 in restricted stock under the 2022 Long-Term Incentive Plan, vesting in three equal annual installments from September 10, 2026.

When is Clay M. Gaspar’s new DVN salary effective from?

Clay M. Gaspar’s increased base salary of $1,500,000 per year is effective retroactively as of May 7, 2026, which is the closing date of Devon Energy Corporation’s merger transaction with Coterra Energy Inc.

What is the value and structure of the DVN restricted stock award to the CEO?

The restricted stock award to the CEO has a value of $2,700,000, calculated using the per share closing price of Devon common stock on September 10, 2026. The award will vest in three annual installments beginning from the grant date.

Under which plan was the DVN CEO’s restricted stock granted?

The restricted stock granted to Clay M. Gaspar was issued under Devon’s 2022 Long-Term Incentive Plan. The award is valued at $2,700,000 and vests in three equal annual installments from the September 10, 2026 grant date.

Why did DVN’s Compensation Committee adjust the CEO’s pay?

Devon’s Compensation Committee adjusted Clay M. Gaspar’s pay based on benchmarking data and the recommendation of the Committee’s executive compensation consultant, aligning his base salary and equity award with these external compensation analyses.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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DEVON ENERGY CORP/DE false 0001090012 0001090012 2026-08-21 2026-08-21
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 21, 2026

 

 

Devon Energy Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32318   73-1567067

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

THREE MEMORIAL CITY PLAZA
840 GESSNER ROAD, SUITE 1400
HOUSTON, Texas 77024

(Address of principal executive offices)

Registrant’s telephone number, including area code: (281) 589-4600

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock, par value $0.10 per share   DVN   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 21, 2026, the Compensation Committee (the “Committee”) of the Board of Directors of Devon Energy Corporation (the “Company” or “Devon”) approved certain adjustments to the compensation of Clay M. Gaspar, the Chief Executive Officer and President of the Company. Consistent with benchmarking data and the recommendation of the Committee’s executive compensation consultant, the Committee approved: (i) an increase to Mr. Gaspar’s base salary to an annualized rate of pay of $1,500,000, with a retroactive effective date of May 7, 2026 (the closing date of the Company’s merger transaction with Coterra Energy Inc.); and (ii) an award of restricted stock under Devon’s 2022 Long-Term Incentive Plan that will vest annually in three installments from the grant date and with a value equal to $2,700,000, based on the per share closing price of the Company’s common stock on the grant date of September 10, 2026.


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.

 

    DEVON ENERGY CORPORATION
    By:  

/s/ Adam M. Vela

      Adam M. Vela
      Senior Vice President and General Counsel
Date: August 27, 2026      

Filing Exhibits & Attachments

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