John G. Rice
About John G. Rice
John G. Rice, age 68, has served on the Baker Hughes (BKR) Board since 2017 and is an independent director. Effective May 1, 2025, he will become Lead Independent Director. Rice previously served as Chairman of GE Gas Power (Dec 2018–Aug 2020), Vice Chairman at GE (to March 2018), and CEO of GE’s Global Growth Organization (2010–2017), with earlier CEO roles at GE Technology Infrastructure and GE Energy. He also serves on the board of American International Group, Inc. (AIG) (since 2022).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GE Gas Power | Chairman | Dec 2018 – Aug 2020 | Led global gas power operations during industry transition |
| General Electric (GE) | Vice Chairman | 2005 – Mar 2018 | Senior leadership across industrial and infrastructure businesses |
| GE Global Growth Organization | CEO | Nov 2010 – Dec 2017 | Expanding GE’s global footprint and growth strategy |
| GE Technology Infrastructure | President & CEO | 2007 – Nov 2010 | Oversight of technology-driven businesses |
| GE Energy | President & CEO | 2000 – 2005 | Led energy segment operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American International Group, Inc. (AIG) | Director | 2022 – Present | Current public company directorship |
| Li & Fung Limited | Director | 2018 – 2020 | Prior public company board service |
Board Governance
- Independence: The Board determined all nominees except the CEO (Lorenzo Simonelli) meet Nasdaq/SEC independence standards; Rice is independent.
- Attendance: In 2024, the Board met 6 times; each director attended >80% of Board and committee meetings.
- Leadership: Rice becomes Lead Independent Director on May 1, 2025; duties include agenda review, leading independent sessions, CEO liaison, and evaluation processes.
- Committee assignments and transitions:
- 2024: Audit (Chair; Audit Committee Financial Expert); Finance (Member). Audit met 5 times; Finance met 4 times.
- Effective May 1, 2025: Governance & Corporate Responsibility (Member); Human Capital & Compensation (Member). Audit chair transitions to Mohsen M. Sohi.
| Governance Item | 2024 | Effective May 1, 2025 |
|---|---|---|
| Independence | Independent | Independent |
| Lead Independent Director | N/A | Lead Independent Director |
| Audit Committee | Chair; Financial Expert; 5 meetings | Not a member (Chair transitions to M. Sohi) |
| Finance Committee | Member; 4 meetings | Member/Status not listed for Rice post-transition (committee continues) |
| Governance & Corporate Responsibility Committee | Not a member | Member |
| Human Capital & Compensation Committee | Not a member | Member |
| Board Attendance | >80% | N/A (prior-year disclosure) |
Additional governance practices: 15-year director term limit (except CEO), retirement age 75 (limited exceptions), all committees fully independent, no pledging/hedging by directors, and formalized director training (including AI and cybersecurity) in 2024–2025.
Fixed Compensation
| Component | 2024 Amount | 2025 Structure | Notes |
|---|---|---|---|
| Annual Cash Retainer | $120,000 | $125,000 | Base cash retainer |
| Lead Director Retainer | N/A | $40,000 | Applies when serving as Lead Independent Director |
| Audit Chair Retainer | $25,000 | $25,000 | Rice was Audit Chair in 2024; chair transitions May 1, 2025 |
| Other Committee Chair Retainer | $20,000 | $20,000 | If applicable |
| Audit Committee Member Retainer | $10,000 | $10,000 | Member fees |
| Other Committee Member Retainer | $7,500 | $7,500 | Member fees |
2024 actual director compensation (Rice):
| Name | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| John G. Rice | $152,500 | $175,000 | $24,251 | $351,751 |
Deferral elections: In 2024, Rice elected to receive cash fees in Common Stock and defer delivery as DSUs; he also deferred RSU delivery as DSUs. DSUs received in 2024 in lieu of fees: 3,303.
Director Deferral Plan: Amended May 22, 2024; beginning in 2025, deferred retainers/committee fees and RSU awards are settled in shares upon ceasing Board service; dividend equivalents accrue as DSUs for awards granted in 2025 (Edwards in 2024).
Ownership guidelines: Directors must hold ≥5x annual retainer (base only) within five years; all directors are in compliance or on track.
Performance Compensation
Directors receive annual RSU grants (not performance-conditioned). For 2024, each non-employee director received an immediately vesting RSU with grant-date fair value $175,000 on May 22, 2024; shares are calculated by dividing $175,000 by the closing price ($32.09) on grant date; Rice deferred the RSU shares as DSUs.
| Equity Award Feature | Detail |
|---|---|
| Award type | RSU (director) |
| 2024 Grant Value | $175,000 on May 22, 2024 (immediate vesting) |
| 2025 Grant Value | $180,000 expected at Annual Meeting |
| Performance metrics | None for directors (time-based, immediate vesting) |
| Deferral | RSUs may be deferred to DSUs; Rice elected deferral |
| Dividend treatment | Dividend equivalents on DSUs; for awards beginning 2025, accrue as DSUs settled at end of service |
Other Directorships & Interlocks
| Entity | Relationship to BKR | Potential Interlock/Conflict Notes |
|---|---|---|
| AIG (current Rice directorship) | Insurance company; unrelated to BKR’s auditor or disclosed transactions | No related-party transactions disclosed involving Rice; committee independence affirmed. Monitor generally given Finance Committee oversight includes insurance programs. |
| GE (prior Rice executive roles) | Former strategic partner to BKR; GE fully exited BKR ownership in Dec 2022; Stockholders Agreement terminated Mar 2023 | GE exit and governance updates reduced related-party exposure; no ongoing GE-related governance constraints. |
No director-related personal loans, extensions of credit, or compensated personal services; conflicts are overseen by Governance & Corporate Responsibility Committee under Related Person Transactions Policy.
Expertise & Qualifications
Rice brings extensive leadership across global energy and infrastructure, with finance, investment, operations, technology, and human resources expertise. He qualifies as an Audit Committee Financial Expert and has significant prior public company board experience.
Equity Ownership
| Holder | Shares Owned (Mar 24, 2025) | Shares subject to options/RSUs vesting by May 23, 2025 | Total Beneficial Ownership | % of Class |
|---|---|---|---|---|
| John G. Rice | 67,315 | 22,493 | 89,808 | <1% (not shown) |
Director DSU positions:
| Director | Aggregate Stock Awards Outstanding as of Dec 31, 2024 (#) |
|---|---|
| John G. Rice | 6,377 (vested DSUs) |
2024 DSUs received in lieu of cash retainer:
| Director | DSUs Received (2024) |
|---|---|
| John G. Rice | 3,303 |
Policies: Directors are prohibited from hedging or pledging BKR stock; Section 16 compliance was current in 2024.
Governance Assessment
- Positives: Independence; >80% attendance; elevated role as Lead Independent Director with robust duties; broad operational and financial expertise; Audit Committee leadership in 2024; strong committee independence; anti-hedging/pledging policy; director ownership guidelines; formalized director training (AI/cybersecurity); term limits and retirement age support refreshment.
- Compensation alignment: Standard non-employee director structure with cash retainer plus equity; DSU deferrals enhance ownership alignment; 2025 increases are modest and peer-reviewed by independent consultant FW Cook.
- Conflicts/Related party: No Rice-specific related-party transactions disclosed; GE’s exit and termination of legacy agreements reduced interlock risks; governance processes for conflicts are formal and committee-led.
- RED FLAGS: None disclosed regarding attendance shortfalls, pledging/hedging, related-party transactions, or compensation anomalies for directors. Continue monitoring any insurance procurement overlaps given Rice’s AIG board role (no transactions disclosed).