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CNX is governed by a Board of Directors of six members, all of whom are independent under New York Stock Exchange rules, other than Mr. Deluliis.

William N. Thorndike, Jr.
Chairman of the Board, age 54

William N. Thorndike, Jr., joined the CNX Board in October 2014. Mr. Thorndike was named our Chairman on May 11, 2016. He currently serves as a member of the Audit Committee, Compensation Committee, and the Health, Safety and Environmental Committee. He founded Housatonic Partners, a private equity firm, in Boston, Massachusetts, in 1994 and has been a Managing Director since that time. Prior to founding Housatonic Partners, Mr. Thorndike worked with T. Rowe Price Associates and Walker & Company, a publishing company, where he was named to the Board of Directors. Mr. Thorndike has served as a Director of over 30 companies since founding Housatonic Partners. He is currently a Director of Carillon Assisted Living LLC, Lincoln Peak Holdings LLC, OASIS Group Ltd., QMC International LLC and Zirco DATA. He also serves as a trustee of Stanford Business School Trust, and WGBH, a public broadcaster serving southern New England, and is the Chair of the Board of Trustees of the College of the Atlantic. Mr. Thorndike is the author of "The Outsiders: Eight Unconventional CEOs and Their Radically Rational Blueprint for Success."

Nicholas J. DeIuliis
President, Chief Executive Officer and Director, age 49

Nicholas J. DeIuliis serves as a Director and the President and Chief Executive Officer of CNX Resources Corporation. Prior to the separation of CONSOL Energy Inc. into two separate companies, Mr. DeIuliis had more than 25 years of experience with the Company and in that time has held the positions of Chief Executive Officer since May 7, 2015, President since February 23, 2011, and previously served as the Chief Operating Officer, Senior Vice President – Strategic Planning, and earlier in his career various engineering positions. On January 3, 2018, Mr. DeIuliis was appointed Chairman of the Board and Chief Executive Officer of the general partner of CNX Midstream Partners LP (formerly known as CONE Midstream Partners, LP). He was a Director, President and Chief Executive Officer of CNX Gas Corporation from its creation in 2005 through 2009. Mr. DeIuliis was a Director and Chairman of the Board of the general partner of CONSOL Coal Resources LP (formerly known as CNX Coal Resources LP) from March 16, 2015 until November 28, 2017. Mr. DeIuliis is a member of the Board of Directors of the University of Pittsburgh Cancer Institute, the Center for Responsible Shale Development and the Allegheny Conference on Community Development. Mr. DeIuliis is a registered engineer in the Commonwealth of Pennsylvania and a member of the Pennsylvania bar.

J. Palmer Clarkson
Director, age 60

J. Palmer Clarkson is the founder and, since 1992, the President and Chief Executive Officer of Bridgestone HosePower LLC, previously Hosepower, the largest U.S. based service provider of hydraulic and industrial hoses used in construction machinery, mining, oil field equipment and factories. Mr. Clarkson currently serves as Chairman of the Health, Safety and Environmental Committee and as a member of the Compensation Committee.  Mr. Clarkson currently sits on the Board of Directors at Bridgestone HosePower LLC, Hawkson Properties Inc., Bridgestone Industrial Products Group - Japan and Actuant Corporation. Mr. Clarkson previously served as the President and Chief Executive Officer of Anchor Coupling Company from 1987 to 1992. He also sits on the boards of several nonprofit organizations. Mr. Clarkson brings over 31 years of hands-on experience as an entrepreneur, business builder and manager. He has extensive experience in accounting, finance, and operations, with a proven leadership track record.

William E. Davis
Director, age 75

William E. Davis joined the CNX Board in January 2004. He currently serves as Chairman of the Compensation Committee and as a member of the Audit Committee and the Health, Safety and Environmental Committee. From November 2007 until December 2010, Mr. Davis was a Director of AbitibiBowater Inc., which produces a broad range of forest products marketed around the world, and served on its governance, finance and audit committees. Mr. Davis was a Director of Abitibi Consolidated Inc., which produced newsprint and commercial printing paper, from April 2003 to November 2007, and served on its audit and nominating and governance committees. Mr. Davis was also the Chairman of the Board of Directors and Chief Executive Officer of Niagara Mohawk Power Corporation, an electricity and natural gas utility located in upstate New York, from May 1993 to February 2002. Following the sale of Niagara Mohawk in February 2002, and until his retirement in April 2003, Mr. Davis served as Chairman of National Grid USA and as an Executive Director of National Grid (UK), owner and operator of the electricity transmission network in England and Wales. He served as Chairman and Chief Executive Officer of the Metropolitan Development Foundation of Central New York until December 4, 2008.

Maureen E. Lally-Green
Director, age 68

Maureen E. Lally-Green joined the CNX Board in June 2013. Ms. Lally-Green currently serves as Chair of the Nominating and Corporate Governance Committee and a member of the Compensation Committee and the Health, Safety and Environmental Committee. Ms. Lally-Green currently serves as the Dean of Duquesne University School of Law (as of July 1, 2016). She has served on the Board of Federated Mutual Fund Complex since August 2009 and was appointed to serve on its audit committee in May 2013. Ms. Lally-Green has served in various legal and business roles and directorship positions throughout her career. She previously served as Associate General Secretary, Diocese of Pittsburgh (retired August 2015), a member of the Superior Court of Pennsylvania (retired 2009), and as a Professor of Law, Duquesne University School of Law (1983-98, both adjunct and full-time), where she currently teaches two course. Other relevant experience includes her service as a consultant to the Supreme Court of Pennsylvania, counsel in the law department at the former Westinghouse Electric Corporation and counsel at the Division of Trading and Markets and Enforcement at the Commodity Futures Trading Commission. She also holds the following positions: member, Pennsylvania State Board of Education; Director and Chair, UPMC Mercy Hospital; Director and Vice Chair, Our Campaign for the Church Alive! Inc.; and Director, Saint Vincent College, Latrobe, PA. Ms. Lally-Green also has held the positions of Director, Auberle; Director, Ireland Institute of Pittsburgh; Director, Saint Thomas More Society; Director, Epilepsy Foundation of Western and Central Pennsylvania; Director, Pennsylvania Bar Institute; Director and Chair, Cardinal Wuerl North Catholic High School, Inc. and Director and Chair, Catholic High Schools of the Diocese of Pittsburgh, Inc. She is a member, among others, of the Pennsylvania Bar Association and the Allegheny County Bar Association.

Bernard Lanigan, Jr.
Director, age 69

Bernard Lanigan, Jr., joined the CNX Board in May 2016. Mr. Lanigan currently serves as the Chairman of the Audit Committee, and as a member of the Nominating and Corporate Governance Committee and Health, Safety and Environmental Committee. He founded and has served as Chairman and Chief Executive Officer of Southeast Asset Advisors Inc., an investment advisor and wealth management company, since 1991. He also founded and has served as chairman of Lanigan & Associates, P.C., a certified public accounting and consulting firm, since 1974. Mr. Lanigan currently serves on the boards of directors of Rayonier Inc. since 2015, as well as various nonpublic companies, including Lykes Brothers Inc. and various endowments and private foundations. Previously, Mr. Lanigan served on the board of directors of Texas Industries Inc and of Ruby Tuesday, Inc.

Board Committees

Our Board has four standing committees: Audit; Compensation; Health, Safety and Environmental; and Nominating and Corporate Governance. 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 NCG HSE
Nicholas J. Deluliis 49 2014 Chief Executive Officer,
President and Director
        X
J. Palmer Clarkson 60 2017 President and Chief Executive Officer of Bridgestone HosePower, LLC X   X X C
William E. Davis 75 2004 Former Chairman and Chief Executive Officer of Niagara Mohawk Power Corporation X X C   X
Maureen E. Lally-Green 68 2013 Former Judge—Superior Court of Pennsylvania X   X C X
Bernard Lanigan, Jr. 69 2016 Chairman and Chief Executive Officer of Southeast Asset Advisors, Inc. X C   X X
William N. Thorndike, Jr. 54 2014 Managing Director of Housatonic Partners X X X   X

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

For further information, including our directors’ other significant positions and commitments and nature of them; competencies as to economic, environmental and social impacts; membership in under-represented social groups; and stakeholder representation, please see CNX’s Proxy Statement for the 2017 Annual Meeting.

Oversight of Economic, Environmental and Social Performance

The CNX Board committees are tasked with oversight responsibilities ranging from economic and financial matters relating to the business to the impact of CNX’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 CNX's senior management team to further develop and enhance theBoard’s collective knowledge of economic, environmental and social topics. The Board and certain Board committees have authority to delegate their authority to senior executives and other employees including economic, environmental and social topics relevant to CNX, 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 CNX 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. In 2014, our management team performed a comprehensive analysis of all material risks facing the Company and communicated those results to the full Board.

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, CNX'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 CNX'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 CNX'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 and the environment. 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 CNX Resources Corporation, 1000 CONSOL Energy Drive, Canonsburg, PA 15317, or by sending an e-mail to directors@cnx.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 CNX. 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.

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