Louis Raspino
About Louis A. Raspino, Jr.
Independent director at Forum Energy Technologies (FET) since January 2012; age 72. He chairs FET’s Compensation and Human Capital Committee and is affirmatively determined independent under NYSE standards. Background includes CEO/CFO roles across energy services, extensive audit/finance expertise, and a cybersecurity certificate. Current external board roles include Tidewater Inc. (Compensation Committee Chair; Audit Committee member) and American Bureau of Shipping (Compensation and Audit Committees). Attendance in 2024 met the board’s expectation, with each director attending at least 90% of meetings.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pride International, Inc. | President & CEO; Director | Jun 2005–May 2011 | Led contract drilling company until acquisition by Ensco plc |
| Pride International, Inc. | EVP & CFO | Dec 2003–Jun 2005 | Finance leadership and public company stewardship |
| Grant Prideco, Inc. | SVP Finance & CFO | Jul 2001–Dec 2003 | Capital markets, finance |
| Halliburton Company | Senior financial positions incl. VP Finance | Feb 1999–Mar 2001 | Finance, operations support |
| Burlington Resources, Inc. | Senior Vice President | Oct 1997–Jul 1998 | Corporate finance/administration |
| Louisiana Land & Exploration Co. | Finance roles culminating as SVP Finance & Administration & CFO | 1978–1997 | CFO responsibilities pre-merger |
| Clarion Offshore Partners (Blackstone affiliate) | Chairman | Oct 2015–Oct 2017 | Oversight of offshore investments |
| Private investor/consultant | Investor/Consultant | Jun 2011–Present | Ongoing advisory/investment activities |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tidewater Inc. | Director; Compensation Committee Chair; Audit Committee member | Current | Governance and pay oversight; audit oversight at offshore vessel operator |
| American Bureau of Shipping (private) | Director; Compensation & Audit Committees | Current | Classification and standards body governance |
Board Governance
- Committee assignments: Chair, Compensation and Human Capital Committee; committee membership includes Rowsey, McShane, Beyer; 3 meetings in 2024. Audit Committee met 6 times; NG&S met 3 times.
- Independence: Board affirmatively determined Raspino independent; all Compensation and Audit Committee members meet heightened independence standards.
- Attendance and engagement: Board held 5 meetings in 2024; each director attended ≥90% of board/committee meetings; all directors then serving attended the 2024 Annual Meeting.
- Leadership context: Following Chairman C. C. Gaut’s retirement, Lead Independent Director Michael McShane will become Chairman; the Lead Independent Director role will not be filled. Executive sessions held at each regular meeting in 2024.
Fixed Compensation
| Component | Amount ($) | Detail |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | 85,000 | Annual cash retainer $70,000 plus $15,000 chair fee for Compensation & Human Capital Committee |
| Stock Awards (2024) | 150,010 | 7,975 restricted shares/RSUs; grant-date fair value based on $18.81 per unit |
| Total (2024) | 235,010 | Sum of cash fees and stock awards |
Director program retainers (structure for 2024):
| Role | Retainer ($) |
|---|---|
| Annual Retainer (non-employee director) | 70,000 (cash) |
| Equity Grant (restricted stock/RSUs) | 150,000 (annual; time-vested) |
| Comp & Human Capital Committee Chair | 15,000 |
| Audit Committee Chair | 20,000; member 10,000 |
| NG&S Committee Chair | 10,000; member 5,000 |
| Lead Independent Director Fee | 20,000 |
| Chairman of the Board Fee | 100,000 |
As of 12/31/2024, Mr. Raspino held 7,975 restricted shares; settlement terms are time-based with full vesting after one year. Directors may elect RSUs with deferral per the program.
Performance Compensation
- Non-executive directors at FET receive time-based equity (restricted stock/RSUs); no performance metrics apply to director awards.
- As Compensation Committee Chair, Mr. Raspino oversees NEO pay-for-performance. 2024 EMIP metrics and weights: Adjusted EBITDA (30%), Free Cash Flow (40%), Safety—TRIR (5%), Safety—Perfect Days (5%), Strategic Objectives (20%).
2024 EMIP targets, actuals, and payout factors:
| Measure | 2024 Target | 2024 Achievement | Percent of Target Earned | Weight | Weighted Percent |
|---|---|---|---|---|---|
| Adjusted EBITDA ($MM) | 120.0 | 100.0 | 58% | 30% | 18% |
| Free Cash Flow ($MM) | 76.0 | 84.8 | 158% | 40% | 63% |
| Safety (TRIR) | 1.10 | 0.75 | 200% | 5% | 10% |
| Safety (Perfect Days) | 76% | 81% | 200% | 5% | 10% |
| Strategic Objectives | See program | Above/Target mix | 157% | 20% | 31% |
| Total | — | — | — | — | 133% |
Performance RSUs framework (NEOs):
- Three tranches measured on absolute and relative TSR (peer group: Oil States International, Dril-Quip, Hunting, DMC Global, Core Labs, Cactus, NOV, Expro; FET included). Absolute TSR gates reduce payouts if TSR is negative; cap at 100% if absolute TSR < -15%.
- 2024 Tranche 1 TSR: -31.7%; peer rank 7th; payout 50%; vested March 2025 with remainder forfeited.
Other Directorships & Interlocks
| Company | Relationship to FET | Notes |
|---|---|---|
| Tidewater Inc. | No related-party transactions disclosed between FET and Tidewater | Raspino chairs TDW Compensation Committee; audit member. No intercompany transactions cited for 2023–2024 in FET proxy. |
| American Bureau of Shipping | Private entity; not a public issuer | Committee memberships only; no FET transactions disclosed. |
FET’s related-party transactions involved Variperm sellers (former >5% holders) and entities linked to a former director (Endurance Lift; Axis), not Raspino.
Expertise & Qualifications
- Executive leadership across energy services (CEO/CFO), capital markets, M&A, audit and SEC reporting; board designates him literate and qualifying as an audit committee financial expert.
- Industry depth across upstream/midstream/downstream; operational and strategic expertise.
- Cybersecurity certificate (risk and oversight credential).
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Louis A. Raspino, Jr. | 16,121 | * (less than 1%) | Includes holdings as of March 14, 2025 record date; restricted stock position of 7,975 as of 12/31/2024. |
- Director stock ownership requirement: ≥$210,000 in FET stock or eligible forms; all directors were compliant or within five-year grace period as of 12/31/2024.
- Hedging and pledging: Prohibited for directors, officers, and employees under FET’s Insider Trading Policy.
Governance Assessment
- Strengths: Independent status; chair of Compensation Committee with robust pay-for-performance design (EMIP tied to EBITDA/FCF/safety/strategic objectives; TSR-based PSUs with downside capture); strong attendance; strict hedging/pledging prohibitions; clawback policies; director ownership guidelines. These features support alignment and investor confidence.
- Oversight quality signals: Compensation Committee uses an independent consultant (Meridian), conducts annual risk assessments, and emphasizes variable comp for NEOs.
- Potential conflicts/red flags: None disclosed for Raspino. Related-party transactions in 2023–2024 did not involve him; no waivers of Codes of Conduct; directors monitored for overboarding and found compliant.
- Context: Board engaged stockholders (~80% of non-passive float) and authorized a $75MM share repurchase program following refinancing—reflects responsiveness; while company TSR was negative for certain periods, PSU payouts scaled down accordingly, evidencing pay outcomes tied to performance.