Board of Directors

James A. Brock
President, Chief Executive Officer and Director, age 61

James A. Brock serves as President and Chief Executive Officer of CONSOL Energy, and has served as a member of CONSOL Energy’s Board since November 2017. He currently serves as a member of our Board’s Health, Safety and Environmental Committee. Mr. Brock previously served as the Chief Operating Officer - Coal of CNX Resources Corporation (CNX) from December 10, 2010 until November 28, 2017, when CONSOL Energy separated from CNX. Mr. Brock also currently serves as Chief Executive Officer and Chairman of the board of directors of the general partner of CONSOL Coal Resources LP, a position he has held since March 16, 2015. Previously, he served as Senior Vice President - Northern Appalachia - West Virginia Operations of CNX from 2007 to 2010, and as Vice President - Operations of CNX from 2006 to 2007. Mr. Brock began his career with CNX in 1979 at the Matthews Mine and since then has served at various locations in many positions including Section Foreman, Mine Longwall Coordinator, General Mine Foreman and Superintendent. With a career in coal spanning five decades, we believe Mr. Brock’s extensive knowledge of our industry and our operations gained during his years of service across CNX and CONSOL Energy provides our Board with valuable experience.

Alvin R. Carpenter
Director, age 75

Alvin R. Carpenter joined the CONSOL Energy Board in November 2017, having previously served on the CNX board from June 2013 until November 2017. Mr. Carpenter currently serves as Chairman of the Health, Safety and Environmental Committee and as a member of the Compensation Committee. He retired from CSX Corporation (CSX), a railroad company, in February 2001, where he had served as Vice Chairman from July 1999 until his retirement. From 1962 until February 2001, he held various positions with CSX, including President and Chief Executive Officer of CSX Transportation, Inc., from 1992 to 1999 and Executive Vice President-Sales and Marketing of CSX Transportation, Inc., from 1989 to 1992. Mr. Carpenter served as a director of Stein Mart, Inc., a retail company, from 1996 to 2015, where he served as chairman of its compensation committee and as a member of the corporate governance committee. Mr. Carpenter also served as a director of Regency Centers Corporation, and owner and developer of dominant, grocery-anchored retail centers, from 1993 until 2016, where he served as a member of its audit, compensation and nominating and corporate governance committees. He served as a director of Lender Processing Services, Inc., from 2009 until it was sold to Fidelity National Financial, Inc. in January 2014, where he had served as its lead director, as chairman of the corporate governance and nominating committee and as a member of the compensation committee. Additionally, he previously served on the boards of directors of PSS World Medical, Inc., Barnett Bank, Inc., Nations Bank, American Heritage Life Insurance Company, Blue Cross & Blue Shield of Florida, One Valley Bancorp of West Virginia and Florida Rock Industries, Inc. In Florida, he also chaired Governor Jeb Bush's Commission on Workers’ Compensation Reform served on Governor Bush’s Advisory Council on Base Realignment and Closure.

John T. Mills
Director, age 69

John T. Mills joined the CONSOL Energy Board in November 2017, having previously served on the CNX board from March 2006 until November 2017. Mr. Mills currently serves as Chairman of the Audit Committee and as a member of the Compensation Committee and Health, Safety and Environmental Committee. From December 2007 until August 2015, he served on the board of directors of Cal Dive International Inc., a marine contractor providing manned diving, derrick, pipelay and pipe burial services to the offshore oil and natural gas industry, where he served as lead independent director, and as a member of the audit, compensation, and corporate governance and nominating committees. From January 2008 through June 2010, Mr. Mills was a member of the board of directors and audit, conflicts and risk management committees of Regency GP, LLC, the general partner of Regency GP, LP, the general partner of Regency Energy Partners LP, a natural gas gathering, processing and transportation master limited partnership. Mr. Mills joined the board of directors of Horizon Offshore, Inc., a marine construction company, in June 2002 and served as the chairman of the board of directors from September 2004 until December 2007, when Horizon Offshore, Inc. was acquired by Cal Dive International, Inc. Mr. Mills was the Chief Financial Officer of Marathon Oil Corporation, an integrated energy company, from January 2002 until his retirement in December 2003. In 2011, Mr. Mills attended the Harvard Business School program “Making Corporate Boards More Effective.”

Joseph P. Platt
Director, age 69

Joseph Platt joined the CONSOL Energy Board in November 2017, having previously served on the CNX board from May 2016 until November 2017. Mr. Platt currently serves as Chairman of the Compensation Committee and as a member of the Nominating and Corporate Governance Committee and the Health, Safety and Environmental Committee. He is the general partner at Thorn Partners, LP, a family limited partnership, a position he has held since 1998. Mr. Platt’s career at Johnson and Higgins, a global insurance broker and employee benefits consultant (J&H), spanned 27 years until 1997, when J&H was sold to Marsh & McLennan Companies. At the time of the sale, Mr. Platt was an owner, director and executive vice president of J&H. Mr. Platt has served on the board of directors of Greenlight Capital Re, Ltd., a property and casualty reinsurer, since 2004 and has been its lead independent director since 2007. Mr. Platt also serves as an independent director of BlackRock’s Open End & Liquidity Funds and on the boards of various other nonpublic companies and not-for-profit institutions.

William P. Powell
Chairman of the Board, age 61

William P. Powell has served as Chairman of the CONSOL Energy Board since joining the Board in November 2017, having previously served as a Director on the CNX board from January 2004 until November 2017. He serves as a member of our Board’s Audit Committee, Nominating and Corporate Governance Committee and Health, Safety and Environmental Committee. Mr. Powell also previously was a director of Cytec Industries, a global specialty chemicals and materials company, from 1993 until its merger with Solvay SA in December 2015, where he served as lead independent director, as chair of the governance committee and as a member of the audit committee. From May 2001 until May 2007, Mr. Powell was a Managing Director of William Street Advisors, a New York City-based merchant banking boutique. Mr. Powell resigned from William Street Advisors to establish a family office, 535 Partners LLC, where he has served as Managing Partner since May 2007. Prior to his time at William Street Advisors, he served as a Managing Director of UBS Warburg LLC and its predecessor Dillon, Read & Co. Inc. since 1991.

Edwin S. Roberson
Director, age 72

Edwin S. Roberson joined the CONSOL Energy Board in November 2017, have previously served on the CNX board from May 2016 until November 2017 when CEIX separated from CNX. Mr. Roberson currently serves as Chairman of the Nominating and Corporate Governance Committee and as a member of the Audit Committee and of the Health, Safety and Environmental Committee. From 2014 until his retirement in December 2017, Mr. Roberson served as Chief Executive Officer of Christ Community Health Services, a health system of eight clinics providing high quality healthcare to the underserved in the Memphis, Tennessee community. Prior to that, Mr. Roberson served as Chief Executive Officer of various cancer research and biotech firms, and as President of Beacon Consulting, LLC, a business consulting firm, from 2006 to 2011. From 1991 to 2006, he worked at Conwood LLC, the nation’s second-largest manufacturer of smokeless tobacco products and a major seller and distributor of tobacco products manufactured by third parties, where he served in several roles, including Chief Financial Officer and, ultimately, President. After serving in the Army from 1969 to 1971, where he was awarded two Bronze Stars in Vietnam, Mr. Roberson, a CPA, began his professional career at KPMG, an international accounting and consulting firm, where he was a tax partner until 1991. Mr. Roberson also served on the board of directors of Paragon National Bank, where he was chairman of the audit committee. Mr. Roberson serves on the board of directors of Infocare, Inc. (US), and also serves on the board of directors of several private companies and currently serves or has served as a board member for a number of educational, religious, civic and charitable organizations, including Duke University Divinity School, the Boy Scouts of America, and as chairman of Methodist Le Bonheur Healthcare.

Board Committees

Our Board has four standing committees: Audit; Compensation; Nominating and Corporate Governance; and Health, Safety and Environmental. For more information on our Board Committee charters, click here.

Director membership on our Committees is as follows:

  Committee Memberships
Name Age Director Since Occupation Independent AC CC HSE NGC
Jimmy A. Brock 61 2017 President, Chief Executive Officer and Director       X  
Alvin R. Carpenter 75 2017 Former Vice Chairman—CSX Corporation;
Former Director of Stein Mart, Inc.
X   X C  
John T. Mills 69 2017 Former Chief Financial Officer - Marathon Oil Corporation X C X X  
Joseph P. Platt 69 2017 General Partner, Thorn Partners, LP X   C X X
William P. Powell 61 2017 Chairman of the Board -CONSOL Energy; Managing Partner of 535 Partners LLC X X   X X
Edwin S. Roberson 72 2017 FormerChief Executive Officer of Christ Community Health Services X X   X C

1 AC—Audit Committee, CC- Compensation Committee, HSE—Health, Safety, and Environmental, NGC—Nominating and Corporate Governance Committee, C—Chair, X—Member

Oversight of Economic, Environmental and Social Performance

CONSOL Energy’s Board Committees are tasked with oversight responsibilities ranging from economic and financial matters relating to the business to the impact of CONSOL Energy’s operations upon the environment and the communities in which we live and work. The Board and each Board Committee receives information and training from CONSOL Energy’s senior management team to further develop and enhance the Board’s collective knowledge of economic, environmental and social topics. The Board and certain Board Committees have authority to delegate its authority to senior executives and other employees including economic, environmental and social topics relevant to CONSOL Energy, to the extent permitted by law and our Corporate Governance documents.

Board’s Role in Risk Management

Our management team is responsible for the management and assessment of risk at CONSOL Energy and communicating those risks to our Board. Through regular presentations to the Board and the appropriate Committees (as determined by the subject matter of the particular risk), which occur at least quarterly, management identifies and discusses material risks affecting the Company and our business, including reviewing economic, environmental and social matters.

Under our Corporate Governance Guidelines, the Board is charged with assessing major risks facing the Company and reviewing options for their mitigation with the assistance of the various Committees. Even when a risk has been delegated to a particular Committee, the Board as a whole continues to monitor such risk through its receipt and review of reports by the respective Committees at each regularly scheduled Board meeting. To assist in the identification and management of risk, the Board and senior management regularly consult with shareholders and other stakeholders to identify issues.

The Audit Committee assists the Board in its general oversight of, among other things, CONSOL Energy’s policies, guidelines and related practices regarding risk assessment and risk management, including the risk of fraud. As part of this endeavor, the Audit Committee reviews and assesses the Company’s major financial, legal and similar risk exposures and the steps that management has taken to monitor and control such exposures. The Audit Committee also reviews and assesses the quality and integrity of CONSOL Energy’s public reporting, the Company’s compliance with legal and regulatory requirements, the performance and independence of the Company’s independent auditors, the performance of the internal audit department, the effectiveness of CONSOL Energy’s disclosure controls and procedures, and the adequacy and effectiveness of the Company’s risk management policies and related practices.

Our Health, Safety and Environmental Committee addresses various risks associated with health, safety,  enviornmental and security matters. This Committee reviews (i) any material compliance issues with health, safety and environmental laws; (ii) any material pending or threatened administrative, regulatory or judicial proceedings regarding health, safety or environmental matters; and (iii) management’s response to the foregoing matters.

Our Nominating and Corporate Governance Committee addresses risks associated with our management structure by reviewing, among other matters, the qualifications and backgrounds of our directors on an annual basis to ensure that our Board is composed of individuals who are capable of providing appropriate oversight to our executive management team.

Finally, our Compensation Committee reviews and comments on our succession planning and assesses whether our compensation policies and practices incentivize excessive risk-taking.

Communications with the Board of Directors

To communicate critical concerns, including those relating to economic, environmental and social topics, to the Board, interested persons may do so by writing to the Board, to the attention of the Corporate Secretary at CONSOL Energy Inc., 1000 CONSOL Energy Drive, Suite 100, Canonsburg, PA 15317, or by sending an e-mail to directors@consolenergy.com. The Corporate Secretary will relay all such communications to the Board in its entirety or to individual directors (as appropriate) at the next regularly scheduled Board meeting (or earlier if necessary) except for spam, junk mail, mass mailings, solicitations, resumes, job inquiries or other matters unrelated to CONSOL Energy. Communications that are intended specifically for the Chairman or the independent directors are to be sent to the street address or e-mail address noted above, to the attention of the Chairman or the independent directors, as intended.