ANTERO MIDSTREAM CORP (AM)
Sector: Energy
2026 Annual Meeting Analysis
ANTERO MIDSTREAM CORP · Meeting: June 3, 2026
Directors FOR
3
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Class I Directors
Dea has served since 2019 and AM's 3-year price return of 148.7% outperforms the XLE sector ETF by +103.1 percentage points, far exceeding the 65-point threshold required to trigger an against vote for strong positive TSR; no overboarding, attendance, or independence concerns were identified.
Keenan has served since 2019 and the same strong stock outperformance versus XLE clears the director TSR test; he holds seats on Antero Resources and Solaris Energy Infrastructure in addition to AM, which totals three public boards and remains within the four-board overboarding limit.
McArdle has served since 2020, AM's 3-year outperformance versus the XLE ETF benchmark exceeds the policy threshold in shareholders' favor, and she brings over 30 years of energy industry experience with no attendance, independence, or overboarding issues noted.
All three Class I nominees pass the TSR test — AM's 3-year price return of 148.7% beats the XLE ETF by +103.1 percentage points, well above the 65-point threshold applicable to companies with strong positive absolute returns. No overboarding, attendance, or qualification concerns were identified for any nominee.
Say on Pay
✓ FORCEO
Paul M. Rady
Total Comp
$11,050,672
Prior Support
89%%
The prior year say-on-pay vote received 89% support, well above the 70% threshold that would require a response. The pay mix is heavily variable — roughly 87% of Paul Rady's reported total compensation of approximately $11.1 million consisted of equity awards and performance bonuses, with a modest base salary of $271,576 allocated to AM, satisfying the requirement that at least 50-60% of pay be performance-based. The annual incentive plan uses meaningful, measurable metrics (free cash flow after dividends, leverage, return on invested capital, and ESG), the performance stock awards are tied to a 3-year ROIC target, and shareholders enjoyed a 148.7% stock price return over the past three years, supporting the view that above-benchmark incentive pay is aligned with strong shareholder outcomes; the company also maintains a formal clawback policy.
Auditor Ratification
✓ FORAuditor
KPMG LLP
Tenure
10 yrs
Audit Fees
$1,157,000
Non-Audit Fees
$0
KPMG has audited Antero Midstream since 2016 (approximately 10 years), well below the 25-year tenure threshold that would raise independence concerns; non-audit fees were zero in 2025, so there is no independence concern from the fee mix, and KPMG is a Big 4 firm appropriate for a $10 billion company.
Overall Assessment
The 2026 Antero Midstream annual meeting presents a straightforward ballot: all three Class I director nominees pass the TSR test given AM's exceptional 3-year outperformance versus the XLE ETF, KPMG's ratification is supported by zero non-audit fees and appropriate tenure, and the say-on-pay program earns support given strong prior-year shareholder approval, a heavily variable pay structure, meaningful performance conditions, and a stock return of 148.7% over three years that demonstrates alignment between executive pay and shareholder outcomes. No stockholder proposals were submitted for the 2026 meeting.