Frequently Asked Questions

1. Why do you need my vote?

The resignation of long-time Trustee and Chairman Maurice Meyer III created a vacancy at Texas Pacific Land Trust. The remaining Trustees nominated retired four-star General Donald “Don” G. Cook to fill this vacancy. A dissident group has nominated another candidate who favors changes that could jeopardize the Trust’s strategy for long-term value creation. We are counting on the support of our shareholders to vote FOR General Cook today to continue executing the Trust’s strategy that has yielded tremendous results for shareholders.

Shareholders can vote by phone, online or by mail.

Vote by Internet: Registered holders should click HERE to vote your shares.

If you hold your shares through a bank, broker or other nominee, click HERE to instruct your bank, broker or other nominee how to vote your shares.

To vote by internet, you will need to have your BLUE proxy card in hand. If you have not already received a BLUE proxy card, shareholders of record as of March 28, 2019, should receive the proxy card by mail in the coming days or can contact MacKenzie Partners at (800) 322-2885 (toll-free in the U.S.) or (212) 929-5500 for assistance.

Vote by Telephone: call the toll-free number located on your BLUE Voting Instruction Form and follow the instructions provided to quickly and easily vote your shares.

YOUR CONTROL NUMBER TO VOTE YOUR SHARES IS IN THE BOX NEXT TO THE ARROW ON THE RIGHT HAND SIDE OF YOUR BLUE VOTING INSTRUCTION FORM.

If you need assistance in voting your shares, please call our proxy solicitors, MacKenzie Partners, Inc. at (800) 322-2885 (toll-free) or (212) 929-5500. You can also email your questions to proxy@mackenziepartners.com.

2. Who do I contact with questions?

Feel free to contact MacKenzie Partners with questions. If you have any questions or require assistance in voting your shares, please contact MacKenzie Partners at (800) 322-2885 (toll-free in the U.S.) or (212) 929-5500. You can also email your questions to proxy@mackenziepartners.com.

3. Why should I support the Trustees’ recommendation?

Texas Pacific Land Trust’s Trustees and management team have led the Trust through a period of expansive growth and have been prudent stewards of its capital and core assets for over a century.  As a result of thoughtful and shareholder-focused management of the Trust, the Trust’s shareholders are benefiting from unparalleled returns.

This proven strategy is now at risk. A dissident group is now waging a proxy contest to advance a nomination that risks derailing the Trust’s progress and jeopardizing its future long-term value.The Trust has serious concerns with the dissident nominee’s judgement and intentions and has repeatedly suggested to the dissident group to find a mutually acceptable candidate for election as trustee.The dissident group has declined any such compromise and has instead decided to go ahead with the costly and distracting proxy contest. We are counting on the support of our shareholders to vote FOR General Cook. Vote today FOR General Cook to support the Trust’s strategy for long-term value creation that has yielded tremendous results for shareholders for over 130 years.

4. Why should I vote for four-star General Donald “Don” G. Cook?

General Donald “Don” G. Cook, 72, is a retired four-star General of the United States Air Force. General Cook brings to us exemplary leadership and corporate governance skills. The Trust will benefit greatly from his extensive experience.

General Cook currently serves on the board of Crane Corporation (since 2005), where he chairs the nominating and governance committee and is a member of the compensation and the executive committee of Cybernance, Inc. (since 2016). General Cook previously served on the boards of USAA Federal Savings Bank (from 2007 until 2018), U.S. Security Associates Inc., a Goldman Sachs portfolio company (from 2011 to 2018), and Hawker Beechcraft Inc. from (2007 to 2014).  Moreover, General Cook served on the board of Burlington Northern Santa Fe Railroad for almost five years until it was sold to Berkshire Hathaway in 2010 in a transaction valued at $44 billion. He also consults for Lockheed Martin Corporation. In addition to his extensive corporate governance experience, General Cook has been the Chairman of the San Antonio chapter of the National Association of Corporate Directors (NACD), a group recognized as the authority on leading boardroom practices.

General Cook had numerous additional command and high-level staff assignments during his 36-year career with the Air Force and retired as a four-star General.  He commanded a flying training wing and two space wings, the 20th Air Force (the nation’s nuclear Intercontinental Ballistic Missile force) and was Commander of Air Combat Command during Sept. 11.  General Cook served as the Chief of the Senate Liaison Office and on the staff of the House Armed Services Committee in the U.S. House of Representatives.  Prior to his retirement from the Air Force in August 2005, General Cook’s culminating assignment was Commander, Air Education and Training Command at Randolph Air Force Base in Texas, where he was responsible for executing the $8 billion annual budget and providing for the leadership, welfare and oversight of 90,000 military and civilian personnel in the command. He was twice awarded the Distinguished Service Medal for exceptional leadership.

General Cook holds a master of business administration (MBA) from Southern Illinois University Edwardsville, as well as a bachelor’s degree from Michigan State University. He is active with several civic organizations in the San Antonio, Texas, community.

5. What does the dissident group want for TPL?

A dissident group of shareholders has nominated a different candidate in opposition to General Cook and has mounted a costly and distracting proxy contest. This nominee favors changes that we believe would jeopardize our strategy for long-term value creation. 

Prior to nominating General Cook, the Trustees reached out to the dissident group several times and offered to find a mutually acceptable candidate to avoid a costly and distracting proxy contest. Unfortunately, the dissident group declined the Trust’s offer and responded that “Eric [Oliver] is the only nominee that Horizon, ART-FGT and SoftVest will vote for.” To make matters worse, the dissident group has also indicated in his proxy materials that, if their nominee wins, they intend to seek reimbursement from shareholders for their expenses associated with this costly proxy fight. While the incumbent Trustees intend to vote against any such reimbursement request and believe that the Trust should not be legally obligated to reimburse Mr. Oliver, they cannot exclude the possibility that Mr. Oliver will file a lawsuit to compel the Trust and its shareholders to pay for his proxy campaign and the advisor team he chose to employ.

We need you to help continue the Trust’s proven strategy by voting FOR General Don Cook today.

6. Why does the Trust have such an extraordinary governance structure?

The Trust’s governance structure was established when it was formed in 1888 and reflects the Trust’s prioritization of long-term value creation versus short-term gain.  In the Trust’s recent history, we have implemented meaningful changes to improve transparency and we plan to further enhance disclosures going forward.  We welcome input from all of our shareholders, including the dissident group, which has unfortunately declined our repeated suggestion to find a compromise candidate for election as trustee, and have also consulted experts on a range of topics including compensation and communications to continually enhance the Trust and be responsive to shareholders.

As they always have, the Trustees are willing to consider any changes that may be in the best interests of shareholders for the long-term.We continue to welcome meaningful conversations with our valued investors with the goal of identifying possible enhancements that support long-term value creation. 

7. Would the Trust consider converting to a corporation? 

Your Trustees have in the past and are continuously considering changes that may be in the best interest of shareholders for the long-term — including the potential conversion to a corporation.  However, any change this significant must be undertaken only after thorough evaluation and careful planning and with a view to long-term value preservation and creation, not in response to short-sighted trends.  In this spirit of open dialogue about the Trust’s long-term value creation, the Trustees have, for example, considered various proposals for conversion into a corporation or master limited partnership advanced by the dissidents throughout the second half of 2016 and first half of 2017. After thorough consideration with the assistance of outside legal and financial advisors, the Trustees concluded that the proposed conversions were not in the best interests of the shareholders due to prohibitive tax costs of such conversions and the uncertainty of the desired future tax treatment, among other considerations.  The Trust continues to explore converting into a corporation. The Trust has nominated General Cook, a true corporate governance expert, and retained financial and legal advisors, which will assist the Trust in evaluating the Trust’s organizational structure. 

8. Which shareholders are entitled to vote?

Any person or institution that held shares as of the record date, March 28, 2019, is entitled to vote – even if they subsequently sold their holdings. Any person or institution acquiring shares after March 28 is ineligible to vote those shares. Every vote counts, no matter how many or how few shares you may own. Vote FOR General Don Cook today.

9. How do I vote my shares?

Shareholders can vote by phone, online or by mail.

Vote by Internet: Registered holders should click HERE to vote your shares.

If you hold your shares through a bank, broker or other nominee, click HERE to instruct your bank, broker or nominee how to vote your shares.

To vote by internet, you will need to have your BLUE proxy card in hand. If you have not already received a BLUE proxy card, shareholders of record as of March 28, 2019, should receive the proxy card by mail in the coming days or can contact MacKenzie Partners at (800) 322-2885 (toll-free in the U.S.) or (212) 929-5500 for assistance.

Vote by Telephone: call the toll-free number located on your BLUE Voting Instruction Form and follow the instructions provided to quickly and easily vote your shares.

YOUR CONTROL NUMBER TO VOTE YOUR SHARES IS IN THE BOX NEXT TO THE ARROW ON THE RIGHT HAND SIDE OF YOUR BLUE VOTING INSTRUCTION FORM.

If you need assistance in voting your shares, please call our proxy solicitors, MacKenzie Partners, Inc. at (800) 322-2885 (toll-free) or (212) 929-5500. You can also email your questions to proxy@mackenziepartners.com.

10. What if I didn’t receive a proxy card?

For assistance, please contact MacKenzie Partners at (800) 322-2885 (toll-free for stockholders) or (212) 929-5500. You can also email your questions to proxy@mackenziepartners.com.

11. I only own a few shares. Isn’t this process going to be controlled by the large shareholders? Why bother voting?

Every vote counts, whether you hold few or many shares. Vote today FOR General Don Cook.

12. Why did you replace Preston Young as the nominee listed in the preliminary proxy statement?

With Mr. Young, the Trustees previously nominated a highly qualified candidate with extensive commercial real estate experience to supplement the existing oil & gas expertise. However, following Mr. Young’s nomination, the Trustees listened to the views of shareholders who expressed a desire for a candidate with deep public company corporate governance experience. In response to shareholders’ feedback, the Trustees decided to nominate the highly decorated General Cook. General Cook has had extensive experience on numerous public and private company boards in a range of committee roles, including on the board of Crane Corporation (where he chairs the nominating and governance committee) and on the board of Burlington Northern Santa Fe Railroad prior to its acquisition by Berkshire Hathaway in a transaction valued at $44 billion. General Cook has also been the Chairman of the San Antonio chapter of the National Association of Corporate Directors (NACD), a group recognized as the authority on leading boardroom practices.