Abdulaziz M. Al Gudaimi
About Abdulaziz M. Al Gudaimi
Abdulaziz M. Al Gudaimi, age 62, joined the Baker Hughes board in 2024 and is classified as an independent director. He worked at Saudi Arabian Oil Company (Aramco) for 38+ years, including roles as EVP Corporate Development (2020–2022) and EVP Downstream, and has led multiple Aramco-affiliated ventures; effective May 1, 2025, he will serve on the Audit Committee (as an Audit Committee Financial Expert) and the Finance Committee . In 2024 he served on the Governance & Corporate Responsibility Committee and the Human Capital and Compensation Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Saudi Arabian Oil Company (Aramco) | Executive Vice President, Corporate Development | 2020–2022 | Led corporate development; oversight of global ventures |
| Saudi Arabian Oil Company (Aramco) | Executive Vice President – Downstream | Not specified (prior to 2022) | Led refining, chemicals, power, infrastructure, marketing & trading, and retail businesses |
| Aramco Gulf Operation Company | CEO and President | Not specified | Led regional operations |
| Aramco | Director of Gas Venture Development | Not specified | Venture development leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Banque Saudi Fransi | Director | 2023–present | Current public company board |
| S-Oil Corp | Director | 2017–2021 | Korean downstream company; prior board seat |
| Consultative Assembly of Saudi Arabia | Member | Not specified | Advisory council to the King of Saudi Arabia |
Board Governance
- Independence: The Board determined all nominees other than the CEO are independent; Al Gudaimi is classified as independent .
- Committees (2024): Governance & Corporate Responsibility; Human Capital and Compensation .
- Committees (effective May 1, 2025): Audit (Member; Audit Committee Financial Expert); Finance (Member) .
- Board/Committee attendance: In 2024, the Board met 6 times and “each director attended more than 80%” of Board and relevant committee meetings; committee meetings: Audit (5), Governance & Corporate Responsibility (5), Human Capital and Compensation (5), Finance (4) .
- Audit Committee Financial Expert designation: Effective May 1, 2025, Al Gudaimi is designated an Audit Committee Financial Expert .
Fixed Compensation
| Component | 2024 Amount | Details |
|---|---|---|
| Annual cash retainer | $120,000 | Standard non-employee director retainer |
| Committee membership fees | $15,000 | $7,500 per non-audit committee; GCR + HCC membership in 2024 |
| Total cash fees (2024) | $135,000 | Reported fees earned/paid in cash for 2024 |
| Equity (RSU grant, 2024) | $175,000 | Annual RSU award; immediately vesting; 5,453 shares at $32.09 closing price on 5/22/2024 |
| Total (2024) | $310,000 | As disclosed |
| 2025 program changes | Cash $125,000; RSU $180,000; member/chair retainers adjusted | Structure effective Jan 1, 2025; audit member $10,000; other committee member $7,500; HCC chair $25,000; lead director $40,000 |
- Deferral elections: Al Gudaimi did not defer cash fees or RSU delivery in 2024; DSUs outstanding for him were “—” as of year-end, and he is not listed among directors who elected deferrals .
Performance Compensation
| Equity Vehicle | Grant Date | Shares/Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSU (annual director grant) | May 22, 2024 | 5,453 shares; $175,000 | Immediately vested on grant; delivery unless deferred | None; director RSUs are time-based (no PSUs), with immediate vesting for 2024 grants |
- Director deferral plan: Directors may defer retainers and RSU delivery into DSUs; amended in 2024/2025 so DSUs settle in shares upon board departure and dividend equivalents accrue as additional DSUs (from 2025 grants) .
Other Directorships & Interlocks
| Board/Committee | Al Gudaimi Role | Interlocks/Notes |
|---|---|---|
| Baker Hughes Human Capital & Compensation Committee (2024) | Member | HCCC members: Cynthia B. Carroll (Chair), Lynn L. Elsenhans, Abdulaziz M. Al Gudaimi, Mohsen M. Sohi, Shirley A. Edwards |
| Baker Hughes Governance & Corporate Responsibility Committee (2024) | Member | Oversight of HSE, sustainability, related party transactions; chair changed to Dumais effective May 1, 2025 |
Expertise & Qualifications
- Operational leadership in global energy and downstream sectors; extensive international market experience and financial oversight as former CEO .
- Audit Committee Financial Expert designation indicates recognized financial expertise for SEC/Nasdaq standards .
- Skills matrix: Board emphasizes leadership, finance/accounting, industry operations, risk oversight/cybersecurity, global experience; Al Gudaimi selected for operational and financial oversight relevance to energy technology .
Equity Ownership
| Holder | Shares Owned (Mar 24, 2025) | Options/RSUs Vesting by May 23, 2025 | Total Beneficial Ownership |
|---|---|---|---|
| Abdulaziz M. Al Gudaimi | 5,453 | — | 5,453 |
- DSUs outstanding as of Dec 31, 2024: “—” (no DSU balance) .
- Hedging/pledging: Prohibited for directors; robust insider trading policy in place .
- Stock ownership guidelines: Directors must hold ≥5x base retainer within five years; all directors are in compliance or on track .
Governance Assessment
- Board effectiveness: Al Gudaimi expands audit and finance oversight breadth (effective May 1, 2025) with Audit Committee Financial Expert status—strengthens financial reporting and risk oversight capacity . Attendance meets policy thresholds (>80%) and committee structures are fully independent—supports investor confidence .
- Compensation alignment: Director pay is standard, with balanced cash/equity; no special perquisites or anomalies disclosed; RSUs are time-based for directors, consistent with peer practice .
- Independence & conflicts: The Board determined independence for all non-CEO nominees; no related-party transactions disclosed involving Al Gudaimi. Potential perceived conflict given long Aramco tenure and current roles in Saudi institutions, but GCR Committee oversees conflicts/related-party matters; policy requires prompt disclosure and recusal .
- Shareholder signals: 2024 Say‑on‑Pay approval at 95.2% indicates broad investor support for compensation governance (macro signal for overall governance quality) .
- RED FLAGS: Potential perceived conflict risk from deep ties to Aramco and Saudi institutions (customer/supplier/regulatory proximity), though no specific related‑party transactions disclosed; monitoring is warranted via GCR oversight .
Overall, Al Gudaimi’s operational and financial expertise is additive to BKR’s board, especially in Audit and Finance oversight. His standard director pay and share ownership, combined with formal independence and no disclosed related‑party transactions, present limited governance risk; perceived conflicts should continue to be managed through established policies and committee oversight .