W. Geoffrey Beattie
Baker HughesAbout W. Geoffrey Beattie
W. Geoffrey Beattie (age 65) is Baker Hughes’ Lead Independent Director and has served on the Board since 2017. He is CEO of Generation Capital (since September 2013) and previously was CEO of The Woodbridge Company Limited (1998–2012) and Deputy Chairman of Thomson Reuters (2000–2013). He brings investment, technology and risk management expertise; he is independent under Nasdaq/SEC rules. Committee assignments: Finance (Member) and Governance & Corporate Responsibility (Member) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Generation Capital | Chief Executive Officer | Sep 2013 – Present | Private investment leadership (Toronto, Canada) |
| The Woodbridge Company Limited | Chief Executive Officer | Mar 1998 – Dec 2012 | Majority shareholder of Thomson Reuters; investment oversight |
| Thomson Reuters | Deputy Chairman | May 2000 – May 2013 | Capital allocation, oversight |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Relay Ventures | Chairman | Current | Canadian venture capital firm |
| Fiera Capital Corporation | Director | 2018 – 2023 | Public company (Canada) |
| Maple Leaf Foods Inc. | Director | 2008 – 2023 | Public company (Canada) |
| Other public company boards (past 5 years) | — | — | None currently disclosed as active |
Board Governance
- Independence: Independent director; served as Lead Independent Director through April 2025; the Board determined all nominees except the CEO are independent .
- Lead Independent Director transition: Beattie held the role with defined duties (agenda oversight, executive sessions, CEO liaison, board/CEO evaluations); John G. Rice becomes Lead Independent Director effective May 1, 2025 .
- Committee assignments: Finance (Member), Governance & Corporate Responsibility (Member) .
- Attendance: In 2024, the Board met 6 times; each director attended >80% of Board and committee meetings; all directors present at the 2024 Annual Meeting .
- Executive sessions and evaluation: LID leads independent director meetings and manages Board/Chair evaluations; Board conducts annual evaluations and formal director training (including AI and cybersecurity) .
- Shareholder engagement and Say-on-Pay: Robust outreach; 2024 Say-on-Pay received 95.2% support .
Fixed Compensation
| Component | 2024 Structure | 2025 Structure | Notes |
|---|---|---|---|
| Annual cash retainer (non-employee directors) | $120,000 | $125,000 | Director cash retainer increased effective Jan 1, 2025 |
| Lead Independent Director retainer | $35,000 | $40,000 | Incremental to base retainer |
| Committee chair retainer – Audit | $25,000 | $25,000 | — |
| Committee chair retainer – HCC | $20,000 | $25,000 | Increased in 2025 |
| Other committee chair retainer | $20,000 | $20,000 | — |
| Audit Committee member retainer | $10,000 | $10,000 | — |
| Other committee member retainer | $7,500 | $7,500 | — |
| Deferral plan | Cash fees may be taken in stock and deferred as DSUs | Amended to settle DSUs in shares upon board departure; RSUs auto-deferred as DSUs | Amended May 22, 2024; dividend equivalents credited as DSUs for 2025 grants |
| 2024 Actual Director Compensation (Beattie) | Amount ($) |
|---|---|
| Fees earned or paid in cash (elected in stock and deferred) | 170,000 |
| Stock awards (RSUs; immediately vesting) | 175,000 |
| All other compensation (dividend equivalents on deferred awards) | 68,330 |
| Total | 413,330 |
- 2024 equity grant mechanics: May 22, 2024 RSUs vested immediately; value set at $175,000 divided by $32.09 closing price; Beattie elected to defer RSU delivery into DSUs under the deferral plan .
- 2024 fee deferrals: Beattie received 4,910 DSUs in lieu of cash retainers in 2024 .
Performance Compensation
| Feature | Design | Metrics/Leverage | Notes |
|---|---|---|---|
| Non-employee director equity | Time-based RSUs (annual) | No performance metrics; immediate vesting on grant date | Shift to mandatory DSU deferral (settled on board departure) from 2025; enhances long-term alignment |
Directors do not receive performance-based PSU/option awards at BKR; equity is delivered as time-based RSUs/DSUs. This avoids misalignment with management incentive metrics while still driving ownership via mandatory/optional deferral and stock ownership guidelines .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Beattie as of the 2025 proxy (serves as Chairman of Relay Ventures; private) |
| Prior public boards (last 5 years) | Fiera Capital Corporation (2018–2023), Maple Leaf Foods Inc. (2008–2023) |
| Interlocks with BKR suppliers/customers/competitors | None disclosed in related-party or independence determinations for Beattie; no Beattie-specific related transaction disclosed |
Expertise & Qualifications
- Skills: Leadership, investor/finance, technology, risk oversight/cybersecurity, global experience; recognized in Board skills matrix .
- Board leadership: Lead Independent Director with explicit duties for agendas, evaluations, executive sessions, and CEO liaison role .
Equity Ownership
| Measure | Value |
|---|---|
| Shares owned (Mar 24, 2025) | 17,777 |
| Shares subject to options/RSUs exercisable/vested by May 23, 2025 | 88,982 |
| Total beneficial ownership | 106,759 |
| Aggregate DSUs outstanding (Dec 31, 2024) | 49,012 |
| DSUs received in 2024 in lieu of cash retainer | 4,910 |
| Pledging/hedging | Prohibited for directors under Insider Trading Policy |
| Director stock ownership guideline | 5x annual base retainer; all directors in compliance or on track within 5 years |
Related-Party / Conflicts Review
- Company policy prohibits personal loans to directors, paid personal services, and requires prompt conflict disclosure to LID/Committee; related person transactions are reviewed by the Governance & Corporate Responsibility Committee .
- 2024 related-party disclosures do not include Beattie; items disclosed relate to family members of other executives; no Beattie-specific transactions reported .
- Independence reaffirmed; no Beattie-specific exceptions noted (exceptions discussed pertain to other directors) .
Insider Trading & Section 16
- Section 16 compliance: The Company believes all directors and officers complied with Section 16(a) filing requirements in 2024 .
- Insider trading policy: Prohibits directors/officers from hedging or pledging Company stock; derivative transactions (short sales, swaps, collars) are prohibited .
Governance Assessment
- Strengths:
- Independent director with deep investment and board leadership background; served as LID with robust responsibilities enhancing oversight and independent board functioning .
- Strong attendance culture; all directors >80% attendance in 2024; significant director training and annual evaluations .
- Director equity is stock-settled with deferral to DSUs upon departure, supporting longer-term alignment; ownership guideline of 5x retainer; no pledging/hedging allowed .
- No Beattie-related related-party transactions disclosed; independence affirmed .
- Watch items / changes:
- Lead Independent Director transition effective May 1, 2025 (to John G. Rice) shifts board leadership dynamics; continuity of oversight and committee roles should be monitored post-transition .
- Director pay modestly increased for 2025 (cash and equity); maintain alignment by monitoring DSU accumulation and ownership versus guideline .
- Signals for investors:
- High Say-on-Pay support (95.2%) and clear committee charters/oversight processes support governance confidence .
- Beattie’s choice to receive retainers in stock and defer (DSUs) is positive for alignment (4,910 DSUs in 2024; 49,012 DSUs outstanding as of year-end 2024) .