| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 17, 2024, Jeremy Humphers notified Devon Energy Corporation (the “Company”) that he will retire as Senior Vice President and Chief Accounting Officer of the Company effective March 8, 2024. In connection with Mr. Humphers’ retirement, on January 23, 2024, the Board of Directors of the Company appointed John Sherrer to succeed Mr. Humphers as the Vice President, Accounting and Controller of the Company and designated Mr. Sherrer as the principal accounting officer of the Company, in each case effective upon Mr. Humphers’ retirement.
Mr. Sherrer, 43, joined the Company in 2011 and has served in various accounting roles of increasing responsibility. He most recently served as the Director, Financial Accounting of the Company. Prior to that role, Mr. Sherrer served in other accounting roles at the Company, including Accounting Manager, Financial Analysis and Reporting and Financial Accounting Supervisor, Accounting Policy from 2011 to 2023. From 2004 to 2010, Mr. Sherrer worked at KPMG LLP in audit. Mr. Sherrer graduated from Oklahoma State University in 2004 with Bachelor’s and Master’s of Science degrees in Accounting and is a certified public accountant.
Mr. Sherrer will receive awards of performance share units and restricted stock with an aggregate value of $300,000, in each case (i) with a grant date aligned with the Company’s ordinary course calendar for stock awards for employees expected to be made in February 2024, and (ii) subject to the terms of the Company’s 2022 Long-Term Incentive Plan. Following the effective date of his promotion, Mr. Sherrer will enter into a severance agreement (the “Severance Agreement”) pursuant to which he will be eligible for the payment of severance in connection with certain employment terminations, including termination by the Company other than for “cause” or by Mr. Sherrer for “good reason,” as those terms are defined in the Severance Agreement, for a lump-sum cash payment equal to two times the sum of his base salary and annual bonus, a prorated annual bonus, and payment for reasonable outplacement assistance.
There are no arrangements or understandings between Mr. Sherrer and any other person pursuant to which Mr. Sherrer was selected as an officer. Mr. Sherrer has no family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. There are no transactions in which Mr. Sherrer has an interest requiring disclosure under Item 404(a) of Regulation S-K.
